definiens: means the consideration or Fair Market Value attributable to the Sale of any Rockefeller Licensed Product(s ), less qualifying costs directly attributable to such Sale and actually identified on the invoice and borne by Licensee or its Sublicensee . Such qualifying costs shall be limited to the following : 1.13.1 Discounts, in amounts customary in the trade, for quantity purchases, for prompt payments and for wholesalers and distributors ; 1.13.2 Credits or refunds, not exceeding the original invoice amount, for claims or returns ; 7/13/2018 https://www .sec.gov / Archives / edgar / data/1 142380/000093041305004164 / c37767_ex10 - 12.txthttps://www .sec.gov / Archives / edgar / data/1 142380/000093041305004164 / c37767_ex10 - 12.txt 3 / 15 1.13.3 Prepaid outbound transportation expenses and transportation insurance premiums ; and 1.13.4 Sales and use taxes and other fees imposed by a governmental agency