and (b) with respect to a Facility Addendum, as set forth in Section 7.2. 1.116 "Territory" means, with respect to a given Product, the countries set forth in the applicable Facility Addendum for such Product. 1.117 "Third Party" means a Person other than Manufacturer, Customer or their respective Affiliates. 1.118 "Third-Party Claim" shall have the meaning set forth in Section 10.3(a). 1.119 "Triggering Event" shall have the meaning set forth in Section 2.5(a). 1.120 "VAT" means (A) any Tax imposed in compliance with the council directive of 28 November 2006 on the common system of value added tax (EC Directive 2006/112); and (B) any other Tax of a similar nature, however denominated, to the Taxes referred to in clause (A) above, whether imposed in a member state of the European Union in substitution for, or levied in addition to, the Taxes referred to in clause (A) above, or imposed elsewhere (including goods and services Taxes, but excluding transfer Tax, stamp duty and other similar Taxes). 1.121 "VMR Products" means all Products that are identified as "VMR Products" in the applicable Facility Addendum. 1.122 "Waste" means all wastes that arise from the manufacture, handling or storage of Product hereunder, or which is otherwise produced through the implementation of this Agreement, including Hazardous Materials. -12- Source: UPJOHN INC, 10-12G, 1/21/2020 2. Supply of Product. 2.1 Agreement to Supply. (a) Affiliates and Facility Addenda. Either the entity designated above as Customer or any Affiliate of Customer and either the entity designated above as Manufacturer or any Affiliate of Manufacturer may enter into Facility Addenda under this Agreement. The entities that execute a Facility Addendum are also deemed to be "Customer" and "Manufacturer" (respectively) for all purposes of the Facility Addendum and this Agreement (with respect to the applicable Facility Addendum). (b) Supply Pursuant