definiens: or means the sum of ( a ) the Supply Price, ( b ) all payments made by [COMPANY] to Third Party contract manufacturer(s ) for supply and delivery to [COMPANY] of·fully packaged and labeled Licensed Products and/or any direct costs incurred internally by [COMPANY] for the packaging and labeling of the Licensed Products, ( c ) Royalty Payments to [COMPANY] for such Licensed Products, ( d ) Third Party royalty payments, and ( e ) any other customary and reasonable overhead costs actually incurred in, and reasonably allocable to, the procurement of Licensed Product, including : import and export duties ; applicable taxes assessed on the purchase of such material ; port fees and storage fees ; shipping and handling ; quality control ; and quality assurance . The methodology for calculating Cost of Goods Sold shall be consistent with [COMPANY] 's accounting policies and procedures for other products and shall be consistent from year - to - year