definiens: shall mean the following : in the event a Product is sold in the form of a CombinationProduct, and provided that the JSC has approved the sale and marketing of such a Combination Product in aCommercialization Plan, Net Sales for such Combination Product for purposes of determining [COMPANY] Idec ’s paymentobligations under Section 8.4 ( but not Section 8.3 ) will be determined by multiplying Net Sales of such Combination Productby the fraction A/(A + B ), where A is the average prior year ’s annual 80 [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separatelywith the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.invoice price of the Product, if sold separately, and B is the average prior year ’s annual invoice price of any other activecomponent or components in the combination, if sold separately, in each case in the same country and in the same dosage asin the Combination Product . If, on a country - by - country basis, the other active component or components in the combinationare not sold separately in such country, Net Sales shall be calculated by multiplying actual Net Sales of such CombinationProduct by the fraction A / C where A is the average prior year ’s annual invoice price of the Product if sold separately, and C isthe average prior year ’s annual invoice price of the Combination Product, in each case in the same country and in the samedosage as in the Combination Product . If, on a country - by - country basis, the Product component of the Combination Productis not sold separately in such country, but the other active component or components are sold separately, Net Sales shall becalculated by multiplying Net Sales of such Combination Product by the fraction ( C - B)/C where B is the average prior year’sinvoice price of the other active component or components, if sold separately, and C is the average prior year ’s invoice priceof the Combination Product, in each case in the same country and in the same dosage as in the Combination Product . If, on acountry - by - country basis, neither the Product nor the other active component or components of the Combination Product issold separately in such country, Net Sales for such Combination Product shall be determined by the Parties in good faith . Ifthere are no prior year ’s invoices, the Parties may use an estimate of future invoice prices . In any event, the percentage of theNet Sales of the Combination Product attributable to the Product shall not be less than [ * ]