definiens: means the gross amount billed or invoiced by Licensee, and its subsidiaries and otherAffiliates and any third party to whom Licensee sublicenses the Licensed Intellectual Property with respectto sales of the Product, for their sales of the Product to independent, unaffiliated third party customers, notincluding any sales that take place in connection with the further development, testing or clinical trials of theProduct mean any findings, developments, discoveries, inventions, additions, modifications, formulations, or changes which are necessary for or used in the development, manufacture orcommercialization of the Products, including without limitation, new or improved methods, processes, manufacturing techniques, specifications, ingredients, formulations, compositions, preparations, presentations, means of delivery, dosages, packaging or labeling of the Products, whether or not protectedor protectable as a trade secret, patent, trademark or copyright, but expressly excluding any tangible orintellectual property or any derivatives thereof or improvements thereon, which do not relate to Products, and which are assigned to Licensee