definiens: Net Sales " means the aggregate United States dollar equivalent of gross revenues derived by or payable to a selling Party, its Affiliares and subliceIlS~ from or on account of the sale or distribution of Licensed Product(s ) or Research Product(s ) ( ) to third parties, less ( a ) reasonable credits or allowances, if any, actually granted on account of price adjustments, recalls, rejection or return of items previously sold, ( b ) excises, sales taXes, value added taXes, consumption taXes, duties or other taXes imposed upon and paid with respect to such sales ( excluding income or frallchise ta;~ of any kind ) and ( c ) separately itemized insurance and transportation costs incurred in shipping Products to such third parties . No deduction shall be made for any item of cost incurred by a selling Party, its Affiliates or sublicensees in preparing, manuiacmrlng, s ~ ing or selling Products except as permitted pursuant to clauses ( a ), ( b ) and ( c ) of the foregoing sentencc . Net Sales shall not include any tranSfer between a selling Party and any of its Affiliates or sublicensees for resale, but shall include the resale pricc to a third party payable to such Affiliates or subliccns~