definiens: 1 means, with respect to a Collaboration Compound su pplied by NovaBay or a Collaboration Product supplied by [COMPANY] hereunde r, amounts incurred or accounted for by NovaBay or [COMPANY], as applicable, for the sum of ( i ) Actual Materials Cost, ( ii ) Actual Labor Cost, and ( iii ) A llocable Overhead, in each case calculated in accordance wit h Accounting Standards ; provided, however with resp ect to Collaboration Compound ( or component thereof ) acqui red or licensed by NovaBay from a Third Party or a Collaboration Product ( or component thereof ) acquir ed or licensed by [COMPANY] from a Third Party, the Manufacturing Costs for such Collaboration Compound or Collaboration Product, as applicable, ( or compo nent thereof ) shall be deemed to be the amount paid ther efor to such Third Party, plus Actual Materials Cos t, Actual Labor Cost, Allocable Overhead incurred or accounte d for by NovaBay or [COMPANY], and licensing fees ( i f any ) paid to Third Parties, as applicable for the qualit y control, storage, handling, processing, preparati on and transfer of such purchased Collaboration Compound or Collabo ration Product