definiens: means the aggregate Uni ted States dollar equivalent of gross revenues derived by or pay able to Xcyte, its Affiliates and Sublicensees from or on account of the sale or distribution of Products ( including Combination Products ) and Services to third parties, less ( a ) reasonable credits or allowances, if any, actually granted on account of price adjustments, rebates, discounts, recalls, rejection or re turn of items previously sold, ( b ) excises, sales taxes, val ue added taxes, consumption taxes, duties or other taxes impose d upon and paid with respect to such sales or Services ( excludin g income or franchise taxes of any kind ) and ( c ) separately ite mized insurance, packaging and transportation costs incurred i n shipping Products ( including Combination Products ) to such third parties . No deduction shall be made for any ite m of cost incurred by Xcyte, its Affiliates or Sublicensees in p reparing, manufacturing, shipping or selling Products ( inclu ding Combination Products ) except as permitted pursuant to cla uses ( a ), ( b ) and ( c ) of the foregoing sentence . Net Sales shall not include any transfer between Xcyte and any of its Affili ates or Sublicensees for resale