definiens: means the aggregate gross revenues whether in cash or in kind, payable from or on account of the sale or other disposition of License d Products by Seattle Genetics, Affiliates of Seatt le Genetics, Seattle Genetics ’ sublicensees, or Affiliates of Se attle Genetics ’ sublicensees to an independent thir d party not an Affiliate of Seattle Genetics, a sublicensee of Sea ttle Genetics, or an Affiliate of a sublicensee of Seattle Genetics, less an allowance of [ * ] to cover factors such as ( a ) credits or allowances, if any, actually granted on account of price adjustments, recalls, rejection or return of items previously sold, ( b ) excise and sa les taxes, duties or other taxes imposed on and paid with resp ect to such sales ( excluding income or franchise ta xes of any kind ) and ( c ) outer packing, freight and freight in surance costs . If Seattle Genetics or any of its Af filiates or sublicensees receive non - cash consideration for any Licensed Product sold or otherwise transferred to an independent third party not an Affiliate of the sel ler or transferor, the fair market value of such no n - cash consideration on the date of such transfer as known to Seattle Genetics, or as reasonably estimated by Seattle Genetics if unknown, shall be included in the defin ition of Net Sales