definiens: means the applicable rate specified on Schedule 1.61 for the relevant category of FTEs with respect to Development or Commercialization activit ies, as applicable, conducted under the Agreement by or on behalf of a Party, which rate, in each case, shall be adjusted annually, effective as of January 1 of each Calendar Year and with the first such annual adjustment to be made as of January 1, 2019, by the total percentage change in the [ * * * ] for the 12 month period preceding each such January 1, unless the Parties otherwise mutually agree . Except as specified in Section 1.6 ( definition ), all internal and out -of - pocket costs and e xpenses associated with travel, training, hiring and administration that are not specific to a Compound or Product are included within each FTE Rate and will not be charged separately as a Development Cost or Allowable Expense . It is understood that the FT E Rates for FTEs with respect to Commercialization activities conducted under this Agreement shall ( a ) [ * * * ], and ( b ) [ * * * ]