Full opinion text
MEMORANDUM OPINION COLLEEN KOLLAR-KOTELLY, District Judge. Currently before the Court are three antitrust cases filed by the direct purchasers (and certain assignees of direct purchasers) of Ovcon 35 (“Ovcon”), a brand-name oral contraceptive marketed by Warner Chilcott. Plaintiffs allege that Defendant Barr Pharmaceuticals, Inc. (“Barr”), a manufacturer of Ovcon, entered into an illegal agreement with Warner Chilcott to delay the market entry of Barr’s generic version of Ovcon in exchange for $20 million. According to Plaintiffs, this agreement violated Section 1 of the Sherman Act, 15 U.S.C. § 1, by denying direct purchasers of Ovcon the benefits of generic competition and causing them to pay higher prices for Ovcon. Plaintiffs have moved for partial summary judgment on the issue of whether Barr’s agreement with Warner Chilcott constituted a per se unreasonable restraint of trade. Barr has filed a cross-motion for summary judgment, arguing (among other things) that its agreement with Warner Chilcott should be examined under a rule of reason analysis, and that the procompetitive benefits of the agreement outweighed any of its alleged anti-competitive effects. After a searching review of the parties’ motions, including the mountainous attachments thereto, applicable statutory authority and case law, and the entire record herein, the Court holds that the agreement between Barr and Warner Chilcott must be evaluated under the rule of reason and cannot be condemned as a per se unlawful restraint of trade. The Court further holds that genuine issues of material fact exist with respect to the proper definition of the relevant product market in this case, and that these factual issues preclude entry of summary judgment. Accordingly, the Court shall DENY Plaintiffs’ Motion for Partial Summary Judgment, and shall GRANT-IN-PART and DENY-IN-PART Defendant’s Motion for Summary Judgment, for the reasons that follow. I. BACKGROUND A. Factual Background This case arises in the context of the manufacturing and sale of brand-name (“branded”) and generic drugs. Warner Chilcott and Barr are pharmaceutical companies that develop, manufacture, market, and distribute drugs of varying application. Pis.’ Stmt. ¶¶ 1, 2. In January 2000, Warner Chilcott purchased Ovcon, a branded oral contraceptive, from Bristol Myers Squibb (“BMS”). Def.’s Stmt. ¶ 6; Pis.’ Stmt ¶¶ 38. Because Warner Chilcott did not have the ability to manufacture Ovcon itself, it also entered into a supply agreement obligating BMS to supply Warner Chilcott with all of its requirements for Ovcon, as well as any line extensions (i.e., additional Ovcon-related products). Def.’s Stmt. ¶ 7. Ovcon became one of Warner Chilcott’s highest revenue-producing products while under agreement with BMS. Pis.’ Stmt. ¶ 40. Nevertheless, Ov-con was not subject to patent protection, and in September 2001, Barr filed an application with the United States Food and Drug Administration (“FDA”) seeking approval to market a generic version of Ov-con. Id. ¶ 2. The parties offer conflicting descriptions of the Warner Chilcott — BMS supply relationship. Barr maintains that Warner Chilcott was frustrated with BMS because its shipments of Ovcon were consistently-delayed and inadequate, causing Warner Chilcott to “often [run] out of supply.” Def.’s Stmt. ¶¶ 8-10. See also Def.’s Mot., Ex. 44 at 1 (2/6/01 Email from C. Yodice to T. Beer) (“the Ovcon schedules are at least 4 to 5 months overdue”); id., Ex. 45 at 1 (8/21/01 Email from J. Nicol to I. Flores and R. Velez) (“We’re looking for updates on the following issues so we can provide Warner Chilcott with the most recent information. They continue to be concerned about significant delays and frequent changes in availability dates.”); id., Ex. 73 at 29:17-29:21 (Depo. Tr. of Leland Cross) (“Q: What is Warner Chilcott’s judgment as to whether [BMS] was an adequate supplier of Ovcon? A: I could tell you my assessment, and they were the worst supplier that I have come across in 25 years in the industry”). Barr argues that these supply problems caused Warner Chilcott to seek out Barr as an alternative supplier of Ovcon. See Def.’s Opp’n at 6. Plaintiffs advance a very different view concerning BMS’s performance under its contract with Warner Chilcott, which Plaintiffs characterize as “adequate.” Pis.’ Resp. Stmt. ¶ 8. Plaintiffs argue that, “[o]n average, BMS provided Warner Chilcott with more than three months of Ovcon inventory.” Id. Plaintiffs also argue that Warner Chilcott’s supply problems were self-induced because Warner Chilcott purposefully “bled down” its Ovcon inventory when it incorrectly anticipated FDA-approval (and a corresponding product launch) of a chewable version of Ovcon. Id. ¶ 10. Plaintiffs conclude that, based on evidence in the record, Warner Chilcott sought to enter into an agreement with Barr because it knew that the market entry of a generic version of Ovcon would substantially diminish its sales and profits. See, e.g., Pis.’ Mot., Ex. 9 at 2 (5/13/08 Board Minutes) (“[t]he biggest risk to the Company is the introduction of a generic version of Ovcon”); Def.’s Resp. Stmt., Ex. C at 4, 201:23-25 (Depo. Tr. of Roger Boissonneault) (discussing the market entry of Barr’s generic Ovcon and indicating that Warner Chilcott “would lose 50 percent of [its] business in the first year. That’s the general metric for a generic coming into the marketplace for an oral contraceptive”); Pis.’ Mot., Ex. 10 at 1 (1/20/03 Email from W. Poll to J. Smith) (estimating that Ovcon sales would increase from $61 million in 2003 to $78 million in 2005 if no generic were introduced, and would decrease to $18 million if a generic were launched in 2003). The parties’ conflicting views are also reflected in their divergent characterizations of Warner Chilcott’s plans to develop a chewable version of Ovcon. According to Plaintiffs, Warner Chilcott planned to convert Ovcon patients to a chewable version of Ovcon that would not have a generic equivalent as a way of protecting its Ovcon share. Pis.’ Stmt. ¶ 63; Pis.’ Opp’n, Ex. 12 at 2 (3/15/02 Report) (describing a strategy to “delay generic entry,” “protect Ovcon,” and indicating that “[p]hysieians will NOT be asked to write ‘Ovcon Chewable’ initially,” but “[i]f generic becomes available, new strategy will ask physicians to write ‘Chewable’ ”). See also Pis.’ Opp’n, Ex. 27 at 3 (8/25/03 Brand Plan) (“The major threat this year to Ovcon is the inevitable launch of a generic by Barr Labs. The strategy is to launch Ovcon 35 chewable as soon as possible, keep regular Ovcon 35 on the market, and switch as much of the existing business to chewable as quick as possible ... ”)• FDA approval of chewable Ovcon was delayed beyond what Warner Chilcott had projected, however, and Plaintiffs argue that Warner Chilcott viewed the combined unavailability of chewable Ovcon with Barr’s generic entry as a “Total Disaster.” Pis.’ Mot., Ex. 19 at 3 (1/22/03 Ovcon Scenarios Spreadsheet). In response, Barr characterizes Plaintiffs’ arguments as “untenable” because Warner Chilcott recognized that, even if chewable Ovcon were introduced, a “prescription [could] still be substituted if Ovcon generic [became] available,” Def.’s Resp. Stmt. ¶ 61 (quoting Pis.’ Opp’n, Ex. 12 at 2 (3/15/02 Report)), and that Warner Chilcott planned “to launch [its] line extension whether there [was] a generic or [not],” Def.’s Resp. Stmt. ¶ 63 (quoting Pis.’ Opp’n, Ex. 61 at 3 (8/6/2003 Earnings Conference Call)). Whether motivated by supply concerns (as Barr suggests) or generic entry concerns (as Plaintiffs suggest), on September 10, 2003, Warner Chilcott and Barr signed a Letter of Intent. Def.’s Stmt. ¶ 13. The Letter of Intent contemplated an agreement that would grant Warner Chilcott an option to acquire a five-year exclusive license to Barr’s rights under its Abbreviated New Drug Application (“ANDA”) for a generic version of Ovcon pending before the FDA, and obligate Barr to exclusively supply Warner Chilcott’s requirements of Ovcon. Id. Barr subsequently submitted the Letter of Intent to the Federal Trade Commission (“FTC”) for review. Def.’s Opp’n, Ex. 80 at 1 (4/30/03 Letter from M. Kovner to Pre-merger Notification Office and the Director of Operations and Civil Enforcement). Although Barr claims that the “letter of intent met with no objection from the FTC’s Merger Division,” Dei’s Opp’n at 8, the FTC Bureau of Competition sent a letter to Barr stating that we [the FTC] are concerned that this transaction, if consummated, has the potential to significantly reduce competition by eliminating the only generic alternative to Ovcon. Accordingly, we intend to seek information relating to the Ovcon transaction. Def.’s Opp’n, Ex. 84 at 1 (2/17/04 Letter from B. Albert to M. Kovner). Notwithstanding the FTC’s concerns, on March 24, 2004, Warner Chilicott and Barr executed the contemplated agreement, and according to its terms, Warner Chilcott made an initial $1 million payment to Barr. Pis.’ Stmt. ¶ 3. Barr announced the Agreement in a press release dated March 25, 2004, Def.’s Stmt. ¶ 17; Pis.’ Resp. Stmt. ¶ 17; Def.’s Mot., Ex. 87 at 1 (3/25/04 Press Release). On April 22, 2004, the FDA granted final approval of Barr’s application for generic Ovcon, and the next day, Barr announced that it would begin marketing generic Ovcon under the name “Balziva” if Warner Chilcott chose not to exercise its option under the Agreement. Pis.’ Stmt. ¶ 4. On May 6, 2004, Warner Chilcott exercised its option under the licensing agreement and paid Barr an additional $19 million for its rights to its ANDA. Id. Accordingly, Balziva was not introduced into the market, and Barr became obligated to supply its generic Ovcon tablets exclusively to Warner Chilcott in the United States for five years. Id. ¶ 5. In November 2005, various plaintiffs, including the FTC, a number of states, and the Plaintiffs in the above-captioned actions, filed Complaints against Warner Chilcott and Barr alleging that their Agreement violated the antitrust laws. Id. ¶ 7. On September 25, 2006, Warner Chil-cott signed a waiver that terminated the exclusivity provisions of the Agreement. Id. As a result, Barr was able to market a generic version of Ovcon in the United States, and did so in October 2006 with the launch of Balziva, a lower-priced generic equivalent of Ovcon. Id. ¶ 8; Def.’s Resp. Stmt. ¶ 8. Within months of Balziva’s introduction, sales of Ovcon declined substantially, and Warner Chilcott reported that “OVCON net sales during the quarter declined $19.4 million, or 80.7%, compared with the prior year quarter. The decline in OVCON revenue was due to the introduction of a generic version of OVCON 35 in late October 2006, which led to an 80.4% decline in filled prescriptions for OVCON 35 compared to the same quarter last year.” Pis.’ Stmt., Ex. 14 at 1 (5/11/07 News Release). Barr does not deny the accuracy or existence of Warner Chilcott’s report, but argues that the report fails to describe other factors exacerbating the decline in Ovcon sales. Def.’s Resp. Stmt. ¶ 9. For example, Barr explains that Warner Chilcott terminated the widespread practice of “sampling” (the promotional practice of providing free samples of brand-name products to attract new patients) once Bal-ziva was introduced into the market. Def.’s Resp. Stmt. ¶ 9; Def.’s Stmt. ¶¶ 25-27. In any event, Barr currently supplies Warner Chilcott (non-exclusively) with tablets that Warner Chilcott sells as Ovcon, and with tablets that Warner Chilcott sells to Watson Pharmaceuticals, Inc. that are marketed as “Zenehent,” another generic form of Ovcon. Pis.’ Stmt. ¶ 100. B. Procedural Background The above-captioned cases originally began with the filing of eight separate actions brought by direct purchasers of Ovcon (and assignees of direct purchasers). On April 14, 2006, six of those cases were consolidated into Meijer, Inc. v. Warner Chilcott Holdings Co. III, Ltd., Civ. A. No. 05-2195, 2006 WL 1327128 (D.D.C. April 14, 2006). On October 22, 2007, the Court certified a plaintiffs’ class in the consolidated action consisting of “[a]ll persons and entities in the United States who purchased Ovcon 35 directly from Defendants at any time during the period April 22, 2004 through December 31, 2006,” with the exception of “Defendants and their officers, directors, subsidiaries or affiliates, and all governmental entities,” as well as “hospitals, universities and clinics.” Meijer, Inc., [137] Order at 2 (Oct. 22, 2007). The other two above-captioned cases were not consolidated into the Meijer action, but are nevertheless also brought by assignees of direct purchasers. Plaintiffs reached a settlement agreement with Warner Chilcott that was approved by the Court on July 10, 2008, which dismissed Warner Chilcott as a Defendant in these cases. See Meijer, Inc. v. Warner Chilcott Holdings Co. III, Ltd., 565 F.Supp.2d 49 (D.D.C.2008). After an extensive mediation period, Plaintiffs and Barr failed to reach a settlement agreement, and the parties proceeded to file and brief the instant Motions for Summary Judgment. Plaintiffs filed a Motion for Partial Summary Judgment (“Pis.’ Mot.”) on November 14, 2007. See Meijer, Inc. v. Barr Pharmaceuticals, No. 05-2195, Docket No. [149]; Walgreen Co. v. Barr Pharmaceuticals, No. 06-494, Docket No. [88]; CVS Pharmacy, Inc. v. Barr Pharmaceuticals, No. 06-795, Docket No. [95]. Barr filed a Motion for Summary Judgment (“Def.’s Mot”) on November 28, 2007. See Meijer, Inc., No. 05-2195, Docket No. [157]; Walgreen Co., No. 06-494, Docket No. [96]; and CVS Pharmacy, Inc., No. 06-795, Docket No. [103]. Plaintiffs filed their Opposition to Barr’s Motion for Summary Judgment (“Pis.’ Opp’n”) on December 21, 2007, and Barr filed its Opposition to Plaintiffs’ Motion for Partial Summary Judgment (“Def.’s Opp’n”) on January 2, 2008. Plaintiffs replied to Barr’s Opposition (“Pis.’ Reply”) on January 18, 2008, and Barr replied to Plaintiffs’ Opposition (“Def.’s Reply”) on February 1, 2008. Accordingly, the parties’ motions are fully briefed and ripe for resolution. II. LEGAL STANDARD A party is entitled to summary judgment if the pleadings, depositions, and affidavits demonstrate that there is no genuine issue of material fact in dispute and that the moving party is entitled to judgment as a matter of law. See Fed.R.Civ.P. 56(c); Tao v. Freeh, 27 F.3d 635, 638 (D.C.Cir.1994). Under the summary judgment standard, the moving party bears the “initial responsibility of informing the district court of the basis for [its] motion, and identifying those portions of the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits which [it] believe[s] demonstrate the absence of a genuine issue of material fact.” Celotex Corp. v. Catrett, 477 U.S. 317, 323, 106 S.Ct. 2548, 91 L.Ed.2d 265 (1986). The non-moving party, in response to the motion, must “go beyond the pleadings and by [his] own affidavits, or depositions, answers to interrogatories, and admissions on file, ‘designate’ specific facts showing that there is a genuine issue for trial.” Id. at 324, 106 S.Ct. 2548 (internal citations omitted). Although a court should draw all inferences from the supporting records submitted by the nonmoving party, the mere existence of a factual dispute, by itself, is not sufficient to bar summary judgment. See Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248, 106 S.Ct. 2505, 91 L.Ed.2d 202 (1986). To be material, the factual assertion must be capable of affecting the substantive outcome of the litigation; to be genuine, the issue must be supported by sufficient admissible evidence that a reasonable trier-of-fact could find for the non-moving party. Laningham v. U.S. Navy, 813 F.2d 1236, 1242-43 (D.C.Cir.1987); Liberty Lobby, 477 U.S. at 251, 106 S.Ct. 2505 (the court must determine “whether the evidence presents a sufficient disagreement to require submission to a [fact-finder] or whether it is so one-sided that one party must prevail as a matter of law”). “If the evidence is merely colorable, or is not sufficiently probative, summary judgment may be granted.” Liberty Lobby, 477 U.S. at 249-50, 106 S.Ct. 2505 (internal citations omitted). “Mere allegations or denials in the adverse party’s pleadings are insufficient to defeat an otherwise proper motion for summary judgment.” Williams v. Callaghan, 938 F.Supp. 46, 49 (D.D.C.1996). The adverse party must do more than simply “show that there is some metaphysical doubt as to the material facts.” Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 586, 106 S.Ct. 1348, 89 L.Ed.2d 538 (1986). Instead, while the movant bears the initial responsibility of identifying those portions of the record that demonstrate the absence of a genuine issue of material fact, the burden shifts to the non-movant to “come forward with ‘specific facts showing that there is a genuine issue for trial.’ ” Id. at 587, 106 S.Ct. 1348 (citing Fed.R.Civ.P. 56(e)) (emphasis in original). III. DISCUSSION The parties’ motions require the Court to address three primary issues. First, the Court must determine whether Barr’s agreement with Warner Chilcott is a per se unreasonable restraint of trade or whether the agreement should be reviewed under a rule of reason analysis. Second, assuming the rule of reason applies, the Court must determine whether Barr is entitled to prevail under that analysis as a matter of law. Third, the Court must consider Barr’s three perfunctory arguments included at the end of its Motion that Plaintiffs lack standing to assert their claims. The Court shall address each of these issues in turn. A. Per Se or Rule of Reason Standard Plaintiffs allege that Barr’s conduct violated Section 1 of the Sherman Act which prohibits “[e]very contract, combination in the form of trust or otherwise, or conspiracy, in restraint of trade or commerce among the several States.... ” 15 U.S.C. § 1. Although this language appears to prohibit every agreement “in restraint of trade,” the Supreme Court has interpreted this Section to prohibit only “unreasonable restraints.” State Oil Co. v. Khan, 522 U.S. 3, 10, 118 S.Ct. 275, 139 L.Ed.2d 199 (1997). Courts have historically determined the reasonableness of a given restraint by performing a rule of reason analysis, pursuant to which “the factfinder weighs all of the circumstances of a case in deciding whether a restrictive practice should be prohibited as imposing an unreasonable restraint on competition.” Continental T.V., Inc. v. GTE Sylvania Inc., 433 U.S. 36, 49, 97 S.Ct. 2549, 53 L.Ed.2d 568 (1977). See also Arizona v. Maricopa County Medical Society, 457 U.S. 332, 343, 102 S.Ct. 2466, 73 L.Ed.2d 48 (1982) (“since Standard Oil Co. of New Jersey v. United States[, 221 U.S. 1, 31 S.Ct. 502, 55 L.Ed. 619 (1911)] ... we have analyzed most restraints under the so-called ‘rule of reason’ ”). The reasonableness of a particular restraint depends on a broad range of considerations, including specific information about the relevant product market, the history, nature, and effect of the particular restraint, and whether the companies involved have market or monopoly power. See Leegin Creative Leather Prods., Inc. v. PSKS, Inc., — U.S. -, 127 S.Ct. 2705, 2712-13, 168 L.Ed.2d 623 (2007). Even though the rule of reason “is the accepted standard for testing whether a practice restrains trade in violation of § 1 [of the Sherman Act],” Leegin, 127 S.Ct. at 2712, some restraints are so pernicious in all or almost all cases that courts forego a rule of reason inquiry and condemn the restraints as per se illegal. See Maricopa County, 457 U.S. at 344, 102 S.Ct. 2466. This per se rule is “reserved for only those agreements that are ‘so plainly anticompetitive that no elaborate study of the industry is needed to establish their illegality,’ ” Texaco Inc. v. Dagher, 547 U.S. 1, 5, 126 S.Ct. 1276, 164 L.Ed.2d 1 (2006) (quoting Nat’l Soc’y of Prof'l Eng’rs v. United States, 435 U.S. 679, 692, 98 S.Ct. 1355, 55 L.Ed.2d 637 (1978)), and there is thus no need “to study the reasonableness of an individual restraint in light of the real market forces at work.” Leegin, 127 S.Ct. at 2713 (citing Bus. Elecs. Corp. v. Sharp Elecs. Corp., 485 U.S. 717, 723, 108 S.Ct. 1515, 99 L.Ed.2d 808 (1988)). The application of the per se rule is only appropriate where a court first determines that “the practice facially appears to be one that would always or almost always tend to restrict competition and decrease output....” Broadcast Music, Inc. v. CBS, Inc., 441 U.S. 1, 19-20, 99 S.Ct. 1551, 60 L.Ed.2d 1 (1979). In the present case, the parties dispute whether the rule of reason or the per se rule applies to the Agreement between Barr and Warner Chilcott. Under the terms of the Agreement, Warner Chilcott exercised an option that prevented Barr from selling generic Ovcon products (itself or through a third-party) in the United States for five years, and obligated Barr to supply Warner Chilcott with Ovcon during the same period: Exclusivity. During the First License Term, except as provided in the Supply Agreement, neither Barr nor its Affiliates shall, either itself or with or through a Third Party, (a) market, commercialize, distribute or sell a Licensed Product [defined to include the contemplated generic version of Ovcon] in the Territory [defined to include the United States] or (b) import or export a Licensed Product for the purposes of clause (a). Def.’s Mot., Ex. 86 § 3.3 (3/24/04 Option and Option and License Agreement). Commitment to Supply. During the term of this Agreement ... Barr shall use Commercially Reasonable Efforts to supply [Warner Chilcott], and [Warner Chilcott] shall purchase from Barr, all of [Warner Chilcott’s] requirements for Finished Product [defined to include the contemplated generic version of Ovcon] pursuant to purchase orders delivered from time to time ... neither Barr nor any of its Affiliates shall have the right to manufacture or supply any Licensed Product for or to any other Person. Id., Ex. 85 § 2.1 (3/24/04 Finished Product Supply Agreement). Plaintiffs characterize the prohibition on Barr’s ability to compete with Warner Chilcott as a horizontal market allocation agreement because the provision “(i) was horizontal, i.e., between actual or potential competitors [ ] and (ii) allocated all sales of Ovcon 35 Products in the United States to Warner Chilcott for five years.” Pis.’ Reply at 2. Plaintiffs argue that “[a]s a result of the Agreement, customers were forced to purchase [Ovcon] only from Warner Chilcott, and Warner Chilcott earned artificially inflated profits from sales of Ovcon that it would not have made in the absence of the Agreement.” Pis.’ Mot. at 11. In contrast, Barr refers to the Agreement as a “mixed vertical and horizontal commercial arrangement! ]” with predominantly vertical supply provisions, Def.’s Opp’n at 34, and argues that the Agreement is not “ ‘manifestly anti-competitive’ or a ‘naked restraint’ for which no analysis is required to determine the economic impact.” Id. at 26. Further, Barr argues that the Agreement produced procompetitive benefits, such as increasing the output of Ovcon 35 products or A-B rated generics plus branded Ovcon 35, see Def.’s Opp’n at 29 n. 16, and led to substantial discounting of Ovcon 35 that would not have existed but for the agreement, id. at 29. Both parties cite extensive case law supporting their characterizations of the Agreement. Plaintiffs cite cases for the proposition that horizontal market allocation agreements are per se illegal under well-established Supreme Court precedent. See, e.g., Palmer v. BRG of Georgia, Inc., 498 U.S. 46, 49-50, 111 S.Ct. 401, 112 L.Ed.2d 349 (1990) (applying per se rule to market allocation agreement among bar review course providers). Plaintiffs also place considerable reliance on lower court decisions that have applied the per se rule to certain patent settlements between manufacturers of branded and generic drugs. For example, in In re Cardizem CD Antitrust Litigation, the Sixth Circuit considered a patent settlement between Hoechst Marion Roussel (“HMR”), the manufacturer of a branded drug called Cardizem CD, and Andrx, an applicant to sell generic Cardizem CD. 332 F.3d 896, 907-909 (6th Cir.2003). Under this agreement, HMR paid Andrx not to sell its FDA-approved generic drug until the conclusion of their pending patent litigation. The Sixth Circuit affirmed the district court’s application of the per se rule to this arrangement, holding that “[t]here is simply no escaping the conclusion that the Agreement, all of its other conditions and provisions notwithstanding, was, at its core, a horizontal agreement to eliminate competition in the market for Cardizem CD throughout the entire United States, a classic example of a per se illegal restraint of trade.” Id. at 908. See also Valley Drug Co. v. Geneva Pharmaceuticals, Inc., 344 F.3d 1294, 1305 (11th Cir.2003) (explaining that patent settlements delaying the launch of generic drugs beyond the scope of a drug manufacturer’s patents may be per se illegal). In contrast, Barr cites cases standing for the proposition that exclusive supply relationships are consistently analyzed under a rule of reason, and that such agreements often produce procompetitive benefits. See, e.g., Jefferson Parish Hospital District No. 2 v. Hyde, 466 U.S. 2, 45, 104 S.Ct. 1551, 80 L.Ed.2d 2 (1984) (O’Connor, J., concurring) (explaining that exclusive dealing relationships “may, in some circumstances, create or extend market power of a supplier or the purchaser ... and may thus restrain horizontal competition,” but that such agreements may also be “substantially procompetitive by ensuring stable markets and encouraging long-term, [and] mutually advantageous business relationships”), overruled on other grounds by Ill. Tool Works, Inc. v. Indep. Ink, Inc., 547 U.S. 28, 126 S.Ct. 1281, 164 L.Ed.2d 26 (2006); Standard Oil Co. v. United States, 337 U.S. 293, 306, 69 S.Ct. 1051, 93 L.Ed. 1371 (1949) (finding that exclusive supply contracts “may assure supply, afford protection against rises in price, enable long-term planning on the basis of known costs, and obviate the expense and risk of storage in the quantity necessary for a commodity having a fluctuating demand”); Roland Mach. Co. v. Dresser Indus., Inc., 749 F.2d 380, 393 (7th Cir.1984) (holding that exclusive dealing agreements are “judged under the Rule of Reason, and [are] thus condemned only if found to restrain trade unreasonably”). . Notwithstanding Plaintiffs’ desire to characterize the Agreement between Barr and Warner Chilcott as a horizontal market allocation agreement, the law does not allow a party to simply isolate one particular provision or restraint within an overall agreement and argue, in isolation, that the restraint is subject to per se condemnation. That improvident approach has been foreclosed by Supreme Court cases admonishing lower courts to avoid forcing conduct into a particular “category” and applying the per se rule. See Broadcast Music, Inc., 441 U.S. at 8-9, 20, 99 S.Ct. 1551 (rejecting application of per se rule even though entities may have price-fixed “in the literal sense” because “literalness is overly simplistic and often overbroad,” and the relevant inquiry must focus on the effects of the restraint at issue); FTC v. Indiana Fed’n of Dentists, 476 U.S. 447, 458, 106 S.Ct. 2009, 90 L.Ed.2d 445 (1986) (“[although this Court has in the past stated that group boycotts are unlawful per se, we decline to resolve this case by forcing the [defendant’s] policy into the ‘boycott’ pigeonhole and invoking the per se rule”). See also Valley Drug Co., 344 F.3d at 1313 n. 31 (“[A]greements that are anti-competitive when considered in isolation ... can still be lawful if they are ancillary to another agreement and, when viewed in combination, will have the overall effect of enhancing competition.”). The D.C. Circuit has also recently explained that “[t]he Supreme Court’s approach to evaluating a § 1 claim has gone though a transition over the last twenty-five years, from a dichotomous categorical approach to a more nuanced and case-specific inquiry.” Polygram Holding, Inc. v. FTC, 416 F.3d 29, 33-34 (D.C.Cir.2005). Accordingly, this Court must focus on market realities associated with the entire Agreement to determine whether it should be condemned as a per se unlawful restraint of trade, not facial characterizations of the Agreement’s constituent parts. See Leeg-in, 127 S.Ct. at 2713 (“a departure from the rule-of-reason standard must be based upon demonstrable economic effect rather than ... upon formalistic line drawing”) (quoting Continental T.V., Inc., 433 U.S. at 58, 97 S.Ct. 2549); While the Court need not undertake the in-depth analysis associated with a rule of reason inquiry to determine whether the per se rule is applicable to Barr’s Agreement (and, indeed, such an approach would undermine the efficiencies that the per se rule is designed to achieve), “[t]he Supreme Court has made it clear for some time now that [courts] should not throw labels like per se around loosely, without some appreciation for the economic arrangement [they] are evaluating.” Generac Corp. v. Caterpillar, Inc., 172 F.3d 971, 977 (7th Cir.1999). In the present matter, the Agreement created an exclusive supply arrangement whereby a supplier and potential competitor, Barr, agreed not to compete with a buyer, Warner Chilcott, for the duration of their agreement. Considering that arrangement as a whole, it is apparent that the Agreement’s resulting economic effects largely depend on the definition of the relevant market. Specifically, Plaintiffs argue that the relevant market in this case consists only of Ovcon and its generic equivalents. See Pis.’ Opp’n at 3. If that is correct, the economic effects of Barr’s Agreement are readily identifiable' — ’the Agreement would have prevented the introduction of a lower-priced alternative product to consumers so that Warner Chil-cott could continue as the only supplier of a higher-priced product. See Valley Drug Co., 344 F.3d at 1304 (“[w]hen a firm pays its only potential competitor not to compete in return for a share of the profits that firm can obtain by being a monopolist, competition is reduced”). Barr, however, argues that the relevant market is much broader and includes other branded and generic contraceptives, some of which contain active ingredients that are chemically identical to Ovcon. See Def.’s Mot. at 9, 11. Barr also argues that the Agreement did not prevent other drug manufacturers from becoming potential Ovcon competitors, see Def.’s Mot., Ex. 14 at 242:14-242:18 (Depo. Tr. of Keith Leffler) (“Q: [T]here’s nothing in the license and supply agreement between Barr and Warner Chilcott that prevents another generic entering, is there? A: No”), and that courts have consistently “recognized that the mere filing of an ANDA [application to sell a generic equivalent of a branded drug] is sufficient evidence that generic drug companies are competitors of brand-name manufacturers.” In re Terazosin Hydrochloride Antitrust Litig., 352 F.Supp.2d 1279, 1315 n. 34 (S.D.Fla.2005). If Barr’s ■explanation of the broader relevant market is accepted, the anticompetitive effects of the Agreement are far less clear. See, e.g., Jefferson Parish, 466 U.S. at 45, 104 S.Ct. 1551 (O’Connor, J., concurring) (“[w]hen the sellers of services are numerous and mobile, and the number of buyers is large, exclusive-dealing arrangements of narrow scope pose no threat of adverse economic consequences”). Because the economic effects of the Agreement depend on the proper definition of the market (and the competitive effects therein), the Agreement cannot be condemned as a per se unreasonable restraint of trade. The per se rule is reserved for restraints that are anticompetitive in all or nearly all instances, not those that are anticompetitive depending on particular market dynamics. See Broadcast Music, Inc., 441 U.S. at 19-20, 99 S.Ct. 1551 (holding that per se condemnation is only appropriate for a restraint that “facially appears to be one that would always or almost always tend to restrict competition and decrease output”). Plaintiffs themselves acknowledge this legal principle. See Pis.’ Opp’n at 9 (“The per se rule is based on the premise that particular restraints are unreasonable as a class.”) (emphasis in original) (quoting XI Phillip E. Areeda & Herbert Hovenkamp, Antitrust Law ¶ 1910b at 281 (2d ed.2005)). The per se rule is also inappropriate where the effects of a particular restraint are unclear, even where aspects of the restraint may appear to be facially anticompetitive. See, e.g., United States v. Microsoft, 253 F.3d 34, 94 (D.C.Cir.2001) (“we cannot comfortably say that bundling in platform software markets has so little redeeming virtue, and that there would be so very little loss to society from its ban, that an inquiry into its costs in the individual case [can be] considered [] unnecessary. We do not have enough empirical evidence ... to exercise sensible judgment regarding that entire class of behavior”) (internal citations and punctuation omitted); Oksanen v. Page Mem’l Hosp., 945 F.2d 696, 709 (4th Cir.1991) (applying the rule of reason to a restraint where its anticompetitive effects were “far from clear”). In this case, Daniel Rubinfeld even testified on behalf of Plaintiffs that delayed generic entry is not necessarily anticompetitive in every instance. See Def.’s Opp’n, Ex. 17 at 66:14-66:19 (“I take your questions to be asking me whether I think that delayed [generic] entry is somehow, per se, anti-competitive. I’ll just make it clear that I don’t believe that’s the case. I think there are cases where delayed entry could be on balance pro-competitive.”). Finally, whether a restraint produces anticompetitive effects is often unclear where, as here, it arises in the context of an exclusive supply relationship. See Jefferson Parish, 466 U.S. at 45, 104 S.Ct. 1551 (O’Connor, J., concurring) (“[i]n determining whether an exclusive-dealing contract is unreasonable, the proper focus is on the structure of the market ... ”). For these reasons, the Court cannot conclude that the Agreement between Barr and Warner Chilcott produced the presumptive anticompetitive effects necessary to condemn the agreement as a per se restraint of trade. The Court is not persuaded otherwise by In re Cardizem CD Antitrust Litig., 332 F.3d 896 (6th Cir.2003), or Valley Drug Co. v. Geneva Pharmaceuticals, Inc., 344 F.3d 1294 (11th Cir.2003), the cases on which Plaintiffs rely. Those cases are distinguishable because each involved an accepted definition of the relevant market, allowing the courts to draw conclusions about the anticompetitive effects produced by the particular agreements. See In re Cardizem, 332 F.3d at 900 (referring to a “market for Cardizem CD. and its generic equivalents”); In re Terazosin Hydrochloride Antitrust Litig., 352 F.Supp.2d 1279, 1319 n. 40 (opinion following remand from Valley Drug Co., 344 F.3d 1294) (referring to a “market for Hytrin and its generic bioequivalent forms of terazosin hydrochloride”). For reasons explained in greater detail below, the Court cannot resolve the parties’ disagreements concerning the proper definition of the market in this case on summary judgment. See section III.B., infra. In addition, those cases involved patent litigation settlements whereby generic drug manufacturers agreed not to market drugs (including non-infringing drugs that were not subject to the parties’ patent litigation) for varying durations. See In re Cardizem, 332 F.3d at 908 & n. 13; In re Terazosin Hydrochloride, 352 F.Supp.2d at 1315. While those courts were able to conclude that the agreements created naked restraints of trade, this case involves a supply relationship where the supplier agreed not to compete with the buyer for the duration of the agreement. The Court cannot conclude, without an inquiry into the relevant market and the competitive dynamics therein, that this arrangement produced a naked or even unreasonable restraint of trade. Nor is the Court impressed by Plaintiffs’ other legal argument, relegated to a footnote in Plaintiffs’ Reply brief, that “[a]n exclusive supply agreement is evaluated under the rule of reason only when the parties to the agreement are not actual or potential competitors.” Pis.’ Reply at 4 n. 6 (emphasis in original). Setting aside that the cases cited by Plaintiffs offer no support for this cursory argument, Plaintiffs’ analysis fails to recognize that exclusive dealing agreements are analyzed under the rule of reason precisely because they occur in a variety of contexts (between potential competitors or not) and produce both anti-competitive or procompetitive effects depending on case-specific facts. As a result, although the relationship between the buyer and seller as parties to an agreement may be one relevant consideration in a court’s analysis of an exclusive supply relationship, a court must apply a rule of reason inquiry that focuses on a broad range of considerations. See Jefferson Parish, 466 U.S. at 45, 104 S.Ct. 1551 (O’Connor, J., concurring) (examining exclusive dealing relationship under rule of reason inquiry and focusing on “the structure of the market for the products or services in question — the number of sellers and buyers in the market, the volume of their business, and the ease with which buyers and sellers can redirect their purchases or sales to others”). For all of these reasons, the Court finds that Barr’s Agreement with Warner Chil-cott is appropriately reviewed under a rule of reason analysis. The Court shall therefore deny Plaintiffs’ Motion for Partial Summary Judgment, and grant-in-part Defendant’s Motion for Summary Judgment as to Barr’s claim that the Court should apply a rule of reason analysis to its Agreement with Warner Chilcott. The Court shall now proceed to address the remainder of Barr’s Motion for Summary Judgment. B. Rule of Reason Analysis 1. Whether Proof of a Relevant Antitrust Market Is Necessary A rule of reason analysis almost always begins with the definition of the relevant market, without which there is little context to discuss competition, anti-competitive effects, or procompetitive benefits. See Geneva Pharms. Tech. Corp. v. Barr Labs. Inc., 386 F.3d 485, 496 (2d Cir.2004) (explaining that an inquiry into market definition is “useful for analyzing [ ] § 1 allegations because a market definition provides the context against which to measure the competitive effects of an agreement”); In re Lorazepam & Clorazepate Antitrust Litig., 467 F.Supp.2d 74, 81 (D.D.C.2006) (“[t]o prove that the restraint of trade [is] unreasonable, Plaintiffs [have] to prove by a preponderance of the evidence ... what the relevant market is,” among several other elements). Before turning to the parties’ dispute concerning the relevant market definition in this case, the Court shall address Plaintiffs’ antecedent arguments that their claims do not require proof of a properly defined antitrust market. Relying on the Supreme Court’s decision in Federal Trade Commission v. Indiana Federation of Dentists, 476 U.S. 447, 106 S.Ct. 2009, 90 L.Ed.2d 445 (1986), Plaintiffs first argue that a market definition is unnecessary in this case because Plaintiffs have offered evidence that Barr delayed generic competition, thereby giving rise to anticompetitive effects that are apparent without resorting to a market analysis. See Pis.’ Opp’n at 18. In Indiana Federation of Dentists, the Supreme Court explained that a properly defined market is not required as part of a rule of reason analysis where the actual anticompetitive effects of a restraint are clear: the purpose of the inquiries into market definition and market power is to determine whether an arrangement has the potential for genuine adverse effects on competition, [so] “proof of actual detrimental effects, such as a reduction of output,” can obviate the need for an inquiry into market power, which is but a “surrogate for detrimental effects.” 476 U.S. at 460-61, 106 S.Ct. 2009 (quoting VII Philip E. Areeda, Antitrust Law ¶ 1511 at 429 (1986)). Accord Nat'l Collegiate Athletic Assoc. v. Bd. of Regents of the Univ. of Okla., 468 U.S. 85, 106-07, 104 S.Ct. 2948, 82 L.Ed.2d 70 (1984) (foregoing a full market analysis because “[t]he anti-competitive consequences of [the subject] arrangement are apparent. Individual competitors lose their freedom to compete. Price is higher and output is lower than they would otherwise be, and both áre unresponsive to consumer preference.”). Plaintiffs also place extensive reliance on In re Schering-Plough Corporation, 2003 WL 22989651, 2003 FTC LEXIS 187 (F.T.C. Dec. 8, 2003), an administrative decision that Plaintiffs characterize as having “facts virtually identical to those at bar.” Pis.’ Opp’n at 17-18. In that case, the FTC condemned a patent litigation settlement as anticompetitive by relying on the Supreme Court’s Indiana Federation of Dentists decision and foregoing a full market analysis. Id. at *33-*35. Plaintiffs’ arguments are unavailing. The Court first expresses its disbelief that Plaintiffs would rely on In re Schering-Plough Corporation even though that decision was overruled and vacated by the Eleventh Circuit precisely because of its erroneous application of Indiana Federation of Dentists — a fact that Plaintiffs failed to raise in its briefing. See Scher-ing-Plough Corp. v. Fed. Trade Comm’n, 402 F.3d 1056, 1065 (11th Cir.2005) (finding that “the Commission clearly made its decision [about anticompetitive effects] before it considered any contrary conclusion” by simply assuming that the agreement was anticompetitive). In any event, the Court finds that the Indiana Federation of Dentists analysis does not apply in this case because the consequences of Barr’s Agreement with Warner Chilcott are unclear in the absence of a defined market in which Ovcon competes. There are over 80 branded and generic oral contraceptive products that a physician may prescribe to a patient for prevention of pregnancy, at least a dozen of which contain active ingredients identical to Ovcon. See Def.’s Mot., Ex. 2 ¶ 14 (Expert Report of Richard P. Dickey) (“[a]s of September 2006, there were 83 oral contraceptive products available for physicians to prescribe in the United States ... ”). Ovcon is not subject to patent protection, and other drug manufacturers may potentially enter the market by filing an application with the FDA to produce a generic equivalent of Ovcon. See In re Terazosin Hydrochloride Antitrust Litig., 352 F.Supp.2d at 1315 n. 34 (“courts have recognized that the mere filing of an ANDA is sufficient evidence that generic drug companies are competitors of brand-name manufacturers”). The Agreement between Barr and Warner Chilcott did not block, or attempt to block, any manufacturer from introducing a generic equivalent of Ovcon. Def.’s Mot., Ex. 14 at 242:14-242:18 (Depo. Tr. of Keith Leffler) (“Q: [TJhere’s nothing in the license and supply agreement between Barr and Warner Chilcott that prevents another generic entering, is there? A: No”). Accordingly, the Court cannot determine, in the absence of an inquiry into the relevant market and the competition therein, that the Agreement resulted in an obvious restraint of trade that harmed competition. See Klickads, Inc. v. Real Estate Board of New York, Inc., No. 04-8042, 2007 WL 2254721, *6, 2007 U.S. Dist. LEXIS 57305 at *16 (S.D.N.Y. Aug. 6, 2007) (“[P]laintiff cannot sidestep its obligation to identify and prove the relevant antitrust market. Without knowing the relevant market, the Court cannot assess defendants’ market power or [aspects of competition] in the relevant market.”). Plaintiffs next argue that proof of a relevant market is unnecessary in this case based on Warner Chilcott’s alleged market power, offering the following syllogism: “Warner Chilcott had market power in selling Ovcon 35; that prevention of generic competition maintained that market power; and (equivalently) that Ovcon 35 Products constitute a relevant product market.” Pis.’ Opp’n at 23. This reasoning is a somewhat novel application of antitrust principles. Antitrust plaintiffs generally prove a defendant’s market power by defining a relevant market and indicating the percentage share of the market possessed by the defendant. See, e.g., Rothery Storage & Van Co. v. Atlas Van Lines, Inc., 792 F.2d 210, 221 (D.C.Cir.1986). Plaintiffs are certainly correct that this method of proof is not required, and that plaintiffs may offer direct evidence of a defendant’s market power by showing that the defendant has the ability to “profitably raise prices substantially above the competitive level.” Microsoft Corp., 253 F.3d at 51; Re/Max Intern. v. Realty One, Inc., 173 F.3d 995, 1018 (6th Cir.1999) (“an antitrust plaintiff is not required to rely on indirect evidence of a defendant’s monopoly power, such as high market share within a defined market, when there is direct evidence that the defendant has actually set prices or excluded competition”). Nevertheless, Plaintiffs fail to cite a single case (and the Court is aware of none) where a court has allowed the use of direct evidence of market power to define a product market. At least one other court has been confronted with, and rejected, the same argument. See In re Remeron Direct Purchaser Litig., 367 F.Supp.2d 675, 680 n. 8 (D.N.J.2005) (“none of [the cases cited by the plaintiffs] use direct evidence to define the antitrust product market”). It is difficult to imagine such an approach working where, as here, the definition of the relevant product market greatly informs whether Warner Chilcott exercised market power. See Section III.B.2, infra. Assuming Plaintiffs’ approach is even cognizable, the two sources of evidence that Plaintiffs’ proffer in support of then-argument are insufficient: (1) “evidence showing the likely and actual effects that unimpeded generic Ovcon 35 competition would (and ultimately did) have on the average prices for Ovcon 35 products ...” and (2) evidence that “the Agreement, by delaying the entry of generic Ovcon 35, maintained Warner Chilcott’s ability to charge substantially above marginal cost for Ovcon 35 Products without losing substantial sales.” Pis.’ Opp’n at 21. The mere showing that the average price of Ovcon (combined with Ovcon generics) was lower after generic entry says little about Warner Chilcott’s market power. Generic drugs normally enter the market at a price lower than their branded equivalents. See Def.’s Mot., Ex. 8 ¶ 30 (Expert Report of Daniel L. Rubinfeld) (“[t]o successfully sell their products, generic suppliers generally must offer prices that are lower than their brand-name counterparts”); In re Remer-on, 367 F.Supp.2d at 683 (“[g]enerics normally enter the market with prices significantly lower than that of the first brand name manufacturers”). Manufacturers of generic drugs also do not engage in the substantial marketing and promotional activities undertaken by manufacturers of branded drugs, resulting in lower costs associated with their products. See Def.’s Mot., Ex. 8 ¶ 31 (Expert Report of Daniel L. Rubinfeld) (“branded products compete to some degree along price dimensions, [but] they also compete along non-price dimensions, such as product sampling, promotions, and marketing that emphasizes superior product characteristics ... [but] [producers of generic products compete primarily by offering discounts off the price of the corresponding brand-name drugs”). Without a showing that Warner Chilcott’s higher prices were the result of restricted output — an inquiry that requires a showing as to the scope of the relevant market — Plaintiffs’ sources of evidence cannot unambiguously establish Warner Chilcott’s market power. Further, the Court agrees with Barr that Plaintiffs’ argument, if accepted, would lead to the anomalous result that every branded drug manufacturer would necessarily have market power simply by virtue of pricing their product above the price of any hypothetical or actual generic equivalents. See Def.’s Reply at 22 (arguing that Plaintiffs’ argument would imply that “any agreement among pharmaceutical manufacturers could be condemned as ‘anticompetitive’ simply by demonstrating that the market price exceeded the so-called marginal cost of producing that product”). The Court rejects that result just as other courts have: pricing proof may of course be indicative of monopoly power. However, absent from plaintiffs’ proffer is any analysis of Barr’s costs. Hence, we do not know whether the allegedly elevated prices led to an abnormally high price-cost margin. Nor do plaintiffs present direct evidence that defendants restricted output, asking us to infer the basis for the higher prices. Geneva Pharms. Tech. Corp. v. Barr Labs., Inc., 386 F.3d 485, 500 (internal citation omitted). Plaintiffs here provide no evidence of excessive price-cost margins or restricted output but merely rely on the fact that later generic manufacturers could enter the market more cheaply than Remeron’s price in order to establish monopoly power ... Plaintiffs provide no evidence that Organon reduced the price of Remeron after generic entry in order to compete with the cheaper generic price. In re Remeron, 367 F.Supp.2d at 682. Accordingly, the Court holds that the application of the rule of reason in this case requires Plaintiffs to proffer evidence of the relevant antitrust market. 2. The Relevant Antitrust Market A relevant antitrust market is defined as all “commodities reasonably interchangeable by consumers for the same purposes,” United States v. E.I. du Pont de Nemours & Co., 351 U.S. 377, 395, 76 S.Ct. 994, 100 L.Ed. 1264 (1956), because “the ability of consumers to switch to a substitute [product] restrains a firm’s ability to raise prices above the competitive level.” In re Lorazepam & Clorazepate, 467 F.Supp.2d at 81. The criteria used to evaluate interchangeability include “industry or public recognition ..., the product’s peculiar characteristics and uses, unique production facilities, distinct customers, distinct prices, sensitivity to price changes, and specialized vendors.” Brown Shoe Co. v. United States, 370 U.S. 294, 325, 82 S.Ct. 1502, 8 L.Ed.2d 510 (1962). Plaintiffs argue that the relevant market in this case consists only of Ovcon and its generic equivalents. See Pis.’ Opp’n at 23. Barr, in contrast, argues the market is much broader, and includes “a variety of oral contraceptive products.” Def.’s Mot. at 32-33. The instant question is whether the Court may determine that one party’s definition of the relevant market is correct as a matter of law. After reviewing the parties’ arguments and the record evidence in this case, the Court finds that both parties have proffered evidence supporting their respective market definitions, creating a genuine issue of material fact that precludes entry of summary judgment. As a starting point, Barr asserts that Ovcon products are functionally interchangeable with non-Ovcon oral contraceptives; that is, Ovcon and non-Ovcon oral contraceptives are “roughly equivalent.” Queen City Pizza, Inc. v. Domino’s Pizza, Inc., 124 F.3d 430, 437 (3d Cir.1997). Functional interchangeability is a relevant consideration because it is probative of whether “consumers of one product might be willing to switch to the other in the face of a non-trivial price increase.” Geneva Pharms. Tech. Corp., 386 F.3d at 496. Barr’s argument is based on four areas of evidence, largely derived from the reports and deposition testimony of Plaintiffs’ experts. First, all approved oral contraceptives effectively prevent contraception. See, e.g., Def.’s Mot., Ex. 1 ¶ 30 (Expert Report of Richard J. Derman) (hereinafter “Derman Report”) (“[a]ll approved oral contraceptives effectively prevent conception ...”); id., Ex. 14 at 27:15-27:19 (Depo. Tr. of Keith Leffler) (Q: Isn’t it true that oral contraceptives work in roughly the same way? ... A: That’s my understanding). Second, most oral contraceptives have similar active ingredients and FDA labeling. Id., Ex. 2 ¶ 4 (Expert Report of Richard P. Dickey) (hereinafter “Dickey Report”) (“[i]t is correct that, broadly speaking, most oral contraceptives have similar active ingredients (typically being composed of some ratio of one of a number of different progestins and an estrogen) and similar FDA labels ... ”); id., Ex. 66 ¶ 10 (Expert Report of Daniel R. Mishell) (hereinafter “Mishell Report”) (“the Food and Drug Administration (FDA) mandates that each oral contraceptive’s labeling and package inserts contain identical disclosures and/or warnings ... In other words, the FDA has determined that all oral contraceptive formulations should be considered to be similar in terms of safety and effectiveness absent specific scientific evidence to the contrary”). Third, physicians have a variety of oral contraceptives from which to choose in order to prescribe an appropriate product. See, e.g., Dickey Report ¶ 14 (“[a]s of September 2006, there were 83 oral contraceptive products available for physicians to prescribe in the United States ... ”). Fourth, several branded and generic oral contraceptive products contain identical active ingredients as Ovcon: Ovcon 35 (containing 35ug ethinyl es-tradiol and 0.4 mg norethindrone) is not unique among oral contraceptive products. It is one of many oral contraceptives with similar dosages of active ingredients, ethinyl estradiol and norethindrone. Furthermore, there is no evidence demonstrating any clinical (e.g., side-effects or patient tolerance) or pharmacological differences between Ovcon 35 and the numerous other oral contraceptive products available ... Ovcon 35 is thus medically interchangeable or substitutable for a host of other oral contraceptive products. Mishell Report ¶ 24. Based on the above, Barr argues that Plaintiffs’ attempt to limit the relevant antitrust market to “the sale and purchase of Ovcon 35 and any AB rated generic,” Def.’s Mot. at 35 (quoting Def.’s Mot., Ex. 1 ¶ 7A (Expert Report of Keith Leffler)), is untenable and simply inconsistent with commercial realities. See Def.’s Mot. at 34; see also United States v. Grinnell, 384 U.S. 563, 572, 86 S.Ct. 1698, 16 L.Ed.2d 778 (1966) (“[w]e see no barrier to combining in a single market a number of different products or services where that combination reflects commercial realities”). Plaintiffs do not dispute that there are other oral contraceptives that perform similar functions, but their experts argue that Ovcon is “not treated as interchangeable by practicing physicians.” Derman Report ¶ 8A. In particular, Richard Der-man explains that some formulations of oral contraceptives have higher failure rates in certain classes of women, and they differ widely in their safety and side-effect profiles ... The differing efficacy, safety and side effect profiles of different oral contraceptives play a critical role in the process of selecting the most appropriate oral contraceptive for a particular patient. Derman Report ¶ 30. See also Def.’s Mot., Ex. 8 ¶ 35 (Expert Report of Daniel L. Rubinfeld) (hereinafter “Rubinfeld Report”) (“In addition to Ovcon, there are numerous other related oral contraceptive and other combined hormonal contraceptive products ... While these products may be chemically similar to Ovcon, and they all have a common indication (i.e., the prevention of pregnancy), the FDA does not consider these products bioequivalent, and there is variation in the dosage of the active ingredients”). Even with these clinical variations, however, Plaintiffs’ own experts concede that physicians may choose to prescribe non-Ovcon oral contraceptives based on price or promotional differences, suggesting that the drugs can be substituted for each other despite their variations: Consider specifically the case of oral contraceptives and Ovcon 35. All the possible therapeutical alternatives are apparently effective, but they are differentiated in side effect profiles. Given the differences in the alternatives, promotion and sampling can play an important role in the physicians’ selection of product. Ovcon 35, with its heavy sampling, has been successful in getting many physicians to select it ... However, absent Ovcon 35 sampling, physicians may have selected an alternative, perhaps a comparably priced, sampled brand name [oral contraceptive] or perhaps a less expensive generic. Def.’s Mot., Ex. 6 ¶¶ 29, 60 (Expert Report of Keith Leffler) (hereinafter “Leffler Report”). Because Ovcon and non-Oveon oral contraceptives may be substituted for each other despite their variations, Barr is correct to argue that they are functionally interchangeable. While a finding of functional interchangeability may be probative of whether different products are in the same relevant market, it is certainly not dispositive. See FTC v. Swedish Match, 131 F.Supp.2d 151, 158-60 (D.D.C.2000) (“[finding two products to be functionally interchangeable ... does not end the analysis”); In re Lorazepam & Clorazepate, 467 F.Supp.2d at 81 (the “fact that products are just functionally interchangeable does not compel a finding that they belong in the same market”). Instead, the essential inquiry is whether the amount of actual or potential substitution between oral contraceptives acted to constrain the pricing behavior of Warner Chilcott, regardless of any functional interchangeability that may have existed between Ovcon and non-Ovcon oral contraceptives. See In re Lorazepam & Clorazepate Antitrust Litig., 467 F.Supp.2d at 82 (“the purpose of defining the relevant market is to identify the market participants and competitive pressures that restrain an individual firm’s ability to raise prices or restrict output”); FTC v. Staples, Inc., 970 F.Supp. 1066, 1074 (D.D.C.1997) (finding that products were not in the same relevant market despite their functional interchangeability based on a cross-elasticity of demand analysis). In this respect, the parties each offer substantial evidence supporting their opposing views. Plaintiffs introduce evidence from which a jury could find that Warner Chilcott “was able to profitably keep the average prices of Ovcon at least 5% higher than the average price reached for Ovcon and its generic equivalents once generic competition was introduced into the market.” Pis.’ Stmt. ¶ 111. Plaintiffs’ expert, Jeffrey Leitzinger, explains that prior to the entry of Barr’s generic Ov-con 35 product, Warner Chilcott’s average net price of its branded Ovcon 35 Product sold to Class members was approximately $39 per monthly dose. Upon the entry of Barr’s Ovcon 35 Product, Barr’s average net price to Class members was approximately $32 per monthly dose. Once Watson entered with the second generic Ovcon 35 Product, the average net price of its generic Ovcon 35 Product was approximately $20 per monthly dose. Pis.’ Opp’n, Ex. 73 at 27 (Expert Report of Jeffrey J. Leitzinger) (hereinafter “Leit-zinger Report”). See also Leffler Report ¶ 66 (explaining that the market entry of two generic alternatives to Ovcon caused “the generic price to fall between $.61 and $.56 per pill, or a discount of about 57% to 61% of the pre-generic entry Ovcon 35 price”). Plaintiffs’ experts also explain that Warner Chilcott was able to maintain prices that were higher than its generic equivalents because there is an economically “insignificant” amount of switching among oral contraceptives: Switching among [oral contraceptives], while common, is insignificant in magnitude. When a low priced generic enters the market, it captures a trivial share of the sales of the branded products that are not A-B rated. Such minimal switching indicates the absence