definiens: means the total of the gross invoice prices from the Final Sale of Licensed Product to an independent, unaffil iated third party or Licensed Method performed by Licensee, an Affiliate or a sub licensee, less the sum of the following actual and customary deductions where app licable : cash, trade or quantity discounts ; sales, use, tariff, import / expo rt duties or other excise taxes imposed on particular sales ( excepting value added taxes or income taxes ) ; transportation charges, including insurance ; and al lowances or credits to customers because of rejections or 3 returns . Final Sale means the sale or use which is the last act of infringement of Regents ' Patent Rights within the control of Lic ensee, an Affiliate or sublicensee, regardless of whether Licensee, an Aff iliate or sublicensee had control over prior infringing acts . For purposes of calculating Net Sales, any distribution or transfer among the Licensee, an Aff iliate or sublicensee for end use by the Licensee, an Affiliate or sublicensee ( w hich event is the last act of infringement of Regents ' Patent Rights ) will be con sidered a Final Sale at the price normally charged to independent, unaffiliated third parties . Notwithstanding the above, any consideration paid L icensee for Licensed Product or Licensed Method in conjunction with clinical tri als before FDA approval shall not be considered a Net Sale