definiens: means a written agreement signed by both Parties including theagreed - upon plan, and terms and conditions, for procuring for the applicable Party ( with respect to its IDP ) or Parties(with respect to the CDP ), as the case may be, including through the engagement of any Third Party contractmanufacturers, suppliers of starting materials and reagents, Active Substances and Licensed Products of sufficientquality in amounts adequate to meet the demands as needed for conducting the clinical studies of Licensed Productspursuant to the Global Development Plan, including a plan of activities aimed to promptly transition to Janssenresponsibility for Manufacturing, and having Manufactured, Active Substances and Licensed Products forDevelopment purposes under the CDP and any IDPs, provided that ( for clarity ), ( a ) the Supply Costs for procuringsuch supplies for each clinical study under the CDP shall be allocated pro rata in accordance with each Party’srespective percentage share of Development Costs for such clinical study as provided hereunder ( such as inSection 7.2 ), and ( b ) the Supply Costs for procuring such supplies for each clinical study under a Party ’s IDP shall beborne by such Party ( subject to any right of reimbursement that may arise pursuant to the terms hereof, such asSection 4.9 )