definiens: means the gross amounts actually invoiced to end - users by Licensee and/or its Affiliates, on sales, or other dispositions for value, of Products, less : ( i ) sales, use, value added taxes and/or other excise taxes or duties, if any, and less ( ii)a lump sum fixed at 5 % of the invoiced amount(s ) ( excluding V.A.T., if any ) for the Products, which shall be deemed to cover all usual deductions such as trade, quantity and cash discounts, allowances or credits for returned products, insurance, packaging and transport costs Products may be sold under a reagent rental agreement or analogous agreement, where a purchaser is provided an instrument for use in conjunction with the Product and the costs associated with the placement and use of the instrument are not separately billed, but instead represent some portion of the purchase price of the Product, such that the transaction does not enable determination of Net Sales solely with respect to a Product . In such event, the Net Sales for those units of such a particular Product that is sold on a reagent rental or analogous basis shall be calculated by multiplying for each Product, ( i ) the average Net Sales price per unit of said Product, during the royalty - paying period in question, to end users on other than a reagent rental or analogous basis, by ( ii ) the number of such units of said Product sold on a reagent rental or analogous basis during the period for which Net Sales is being calculated