definiens: means the total of the gross invoice prices of Licensed Products sold by LICENSEE, its Sublicensee, anAffiliate, or any combination thereof, less the sum of the following actual and customary deductions where applicableand separately listed : cash, trade, or quantity discounts ; sales, use, tariff, import / export duties or other excise taxesimposed on particular sales ( except for value - added and income taxes imposed on the sales of Product in foreigncountries ) ; transportation charges ; or credits to customers because of rejections or returns . For purposes of calculatingNet Sales, transfers to a Sublicensee or an Affiliate of Licensed Product under this Agreement for ( i ) end use ( but notresale ) by the Sublicensee or Affiliate shall be treated as sales by LICENSEE at list price of LICENSEE, or ( ii ) resale bya Sublicensee or an Affiliate shall be treated as sales at the list price of the Sublicensee or Affiliate