definiens: means the total gross amount invoiced by Sublicensee ( regardless ofwhether and when such invoices are actually paid ) on the sale of Licensed Products and Licensed Services to ThirdParties ( including, without limitation, the provision of any product by Sublicensee that incorporates a Licensed Productor Licensed Service but for clarity excluding documented sponsored research and/or development activities, valued atthe actual direct cost of such activities on a fully burdened basis ( including reasonable margin for overhead ) ), less thefollowing items, as determined from the books and records of Licensee, its Affiliates or its Sublicensees : ( a ) insurance, handling and transportation charges actually invoiced ; ( b ) amounts repaid, credited or allowed for rejection, return or recall ; ( c ) sales or other excise taxes or other governmental charges levied on or measured by theinvoiced amount ( including, without limitation, value added taxes ) ; ( d ) brokerage, customs and import duties or charges ; and ( e ) normal and customary trade and quantity discounts ( including chargebacks and allowances)and rebates which relate to the Licensed Products or Licensed Services