definiens: shall mean the firsttransfer for consideration by or on behalf of Licensee of a Licensed Product, or the firstperformance for consideration by or on behalf of Licensee of a Licensed Process or LicensedService, that takes place after final regulatory approval in the country of sale of such LicensedProduct, Licensed Process and/or Licensed Service ; provided, however, that a First CommercialSale shall not be deemed to have occurred solely by reason of ( a ) transfers or performance forproduct testing or control ; ( b ) promotional distribution or demonstration to potential purchasers;(c ) distribution or performance for research on behalf of Licensee or any of its sublicensees;(d ) any transfer or performance made in connection with a Regulatory Approval process ; or(e ) transfer to an Affiliate or sublicensee of Licensee for later resale to or use by an endconsumer