definiens: has the meaning ascribed thereto at Section 2.12 ( c ) ; ( ttttt ) has the meaning ascribed thereto at Section 3.17 ; ( uuuuu ) means actual cash payable to and received by the Purchaser or its Affiliates from sales of any and all products that are develop ed by or on behalf of the Purchaser or its Affiliates after Closing and that use or encompass, in whole or in part, and in any manner whatsoever, the Additional French IP, after the ded uction fr om such revenue amount of : ( i ) reasonable costs and expenses relating to exploitat ion of the Additional French IP, including reasonable costs incurred to develop, produce, dist ribute, market and otherwise carry out the sale of such products ; ( ii ) reasonabl e third party distributor commissions and fees ; and ( iii ) withholding taxes and sales, value- added and other similar Taxes ; provided that with r espect to the revenue for which there is no third party distr ibutor, the Purchaser will be entitled to deduct a thirty percent ( 30 % ) commission ( in addition to c osts relation to exploitation and Taxes ) ; - 18 - ( vvvvv ) has the meaning ascribed thereto at Section 2.3 ; ( wwwww ) has the meaning ascribed thereto in Section 2.9(a ) ; ( xxxxx ) has the meaning ascribed thereto in Section 4.1(u ) ( ix ) ; ( yyyyy ) means a Tax period ending after the Closing Date and beginning on or before the Closing Date ; ( zzzzz ) means supplier agreements entered into between th e French Vendor and each of the following entities : ( i ) Labodial ; ( ii ) Abaque Industrie SAS ; ( iii ) Electronique du Mazet ; and ( iv ) Bien - Air Dental ; ( aaaaaa ) means all parts, product, paper and other supplie s used or consumed in connection with the Business ; ( bbbbbb ) means $ 839,455, as set out in the Reference Net W orking Capital Statement ; ( cccccc ) or all federal, state, provincial, territorial, coun ty, municipal, local or foreign taxes, duties, imposts, levies, assessments, tariff s and other charges imposed, assessed or collected by a Governmental Entity including : ( i ) a ny gross income, ne t income, gross receipts, business, royalty, capital, capital gains, goods an d services, value added, severance, stamp, franchise, occupation, premium, capital stock, sale s and use, real property, recording, land transfer, personal property, intangible pro perty, ad valorem, transfer, licence, profits, wind fall profits, environmental, payroll, employment, unempl oyment, disability, employer health, pension plan, anti- dumping, countervail, excise, escheat, production, severance, stamp, occupation, or premium t ax or similar charge or fee ; ( ii ) all withholdings on amounts paid to or by the relevant Person ; ( iii ) all provincial worker s ’ compensation payments, provincial health insurance premiums, employment insurance premiums, Canada Pension Plan, Québec Pension Plan and any other pension plan contributions or pre miums ; ( iv ) any fine, penalty, interest, or addition to tax ; ( v ) any Liability for any of the f oregoing imposed, assessed, or collected or payable pursuant to any tax - sharing agreement or an y other contrac t relating to the sharing or payment of any such tax, levy, assessment, tariff, duty, deficiency or fee ; and ( vi ) any Liability for any of the foregoing as a transferee, successor, guarantor, or by contract or by operation of law