definiens: means the total of the gr oss invoice prices of End Product sold or transferr ed by Rutgers, its Affiliates, and its licensees and sublicensees plus rebates and allowances received by Rutgers, it s Affiliates or licensees or sublicensees of amounts that have been deducted from gross sales less the sum of the foll owing actual and customary deductions ( net of rebates or allowances of such deductions received ) included on the invoice and actually paid : cash, trade, or quantity discounts ; sales, use, tariff, or other excise tax es imposed upon particular sales ; import / export duties ; and transpo rtation charges . Sales among Rutgers, its Affiliate s and its licensees or sublicensees for ultimate third party use shall be disregarded for purposes of computing payments under clause 3.1 . Payments shall be made only upon sales or transfers between unrelated third parties and shall be based on arms - length consideration