definiens: means that number of additional incremental IDEC FTEs actually alloc ated by IDEC to its sales force in a given calendar year to convert a portion of such sales force to a sales f orce dedicated to selling [ * * ] ( ) ( and to the extent IDEC elects to allocate any of such sales force dedicated to selling [ * * ] to also selling non - Franchise Products [ * * ], it is understood that [ * * ] ; provided such FTE ’s shall not include that portion of any FTEs allocated by IDEC to selli ng [ * * ] prior to the date of [COMPANY] ’s written notice to IDEC under Section 5.2(b)(i ) above nor as of the Re stated Effective Date ; means the equivalent of a full - time employee ( or [ * * ] ) assigned to selling, supporting or overseeing the sale activity of [ * * ] in the Co - Promotion Territory over a calendar year ( including normal vacation, sick days and holidays ), and in the case of less than a full- time employee ( or [ * * ] ), the portion of an FTE year devoted by an employee ( or [ * * ] ) to the [ * * ] sales force shall be determined by dividing the num ber of days ( or partial days ) during any calendar year devoted by such employee ( or [ * * ] ) to the [ * * ] sales force by the total number of working days of a full - time employee ( or [ * * ] ) during such calendar year ; and means [ * * ] per FTE per calendar year