definiens: ) . shall be defined as products sold by Sponsor, the manufacture, use or sale of which would, but for thisAgreement, infringe one or more of the claims of issued patents included in the Novel Intellectual Property Rights . TheRoyalty will be calculated as [ * * * ] Percent ( [ * * * ] % ) ( the ) of the Net Selling Price ( as calculated asdescribed below ) of the particular Novel Product . University understands that the Novel Products may contain inventionsof third parties ( for which Sponsor is obligated to pay royalties ) . The Royalty Rate will be adjusted pro rata in the eventthe cumulative royalties owed by Sponsor on any Novel Product exceed [ * * * ] % of the net sales attributable to the NovelProduct, so that the cumulative total royalty, if the other royalty rates applicable to the Novel Product were also adjusted, owed by Sponsor with respect to the Novel Product is equal to [ * * * ] % . For the purposes of this Agreement, Net SellingPrice shall mean the end - user revenue received by Sponsor or any third party distributor from the sale of the NovelProduct only, less the following amounts : ( i ) discounts, including cash discounts, or rebates actually allowed or granted;(ii ) credits or allowances actually granted upon claims or returns, regardless of the party requesting the return ; ( iii ) freightcharges paid for customer delivery ; and ( iv ) taxes or other governmental charges levied on or measured by the invoicedamount whether absorbed by the billing or billed party . In the event that a Novel Product is not provided to end - user orthird party distributor as an individual component having an individual selling price but rather as a component of a groupof products sold collectively, then Royalty due University shall be calculated on the value of the Novel Product as [ * * * ]