definiens: means, with respect to Animal Feed Enzymes and Products, the aggregate of internal and external costs ofa Party or its Affiliate to manufacture, formulate and supply such Animal Feed Enzymes and Products, calculated as follows:(a ) to the extent that a Party or its Affiliate performs all or any part of the manufacturing, formulating, supplying ordistributing of such Animal Feed Enzymes or Products, the direct material costs ( only for Animal Feed Enzymes but not forany enzyme or product in a Product that is not an Animal Feed Enzyme ), direct labor costs, storage, packaging and shippingfor, plus manufacturing overhead ( which may include facilities ’ start - up costs, the costs of audits, insurance, andmanufacturing administrative and facilities costs, including allocable depreciation and repairs and maintenance of existingcapital assets and new capital assets that were approved by the Management Team ), reasonably allocable to, suchmanufacturing, formulating or supplying of such Animal Feed Enzymes or Products ( which may include unsuccessful or lowyielding production runs, production runs for inventory build - up, and excess or idle capacity ), all determined in 2