Royalty. Licensee shall pay Licensor a ** royalty of all gross profit from the sale of any products sold by Licensee using Licensor Intellectual Property or from the sublicense of the rights granted hereunder. Gross profit is defined under this agreement as total top line revenue minus the 1.Cost of Goods Sold and the 2.Cost of Sales. Cost of Goods Sold includes Cost of Raw Materials, Packaging and Product Displays, Labor, Blending, Filling, Product Shipping Costs, Warehousing Costs, Product Liability Insurance, and any Financing Costs affiliated with the COGS (Factoring or lines of Credit). Cost of Sales include Direct Cost of Sales, Merchant Account Fees, Software Development and Hosting, Commissions and Payments to Salespeople and outside representatives, Brokers, Internet Affiliates, Advertising Costs, Search Engine Optimization Programs and Affiliates, and all outside parties required to generate sales on the Internet and Retail Sales. Gross receipts are defined under this Agreement as total product sales before reduction for returns and allowances, trade discounts, or any and all other sales credits. Costs that will not be deducted from the Gross Profit Calculations for Royalty payments are General Overhead, Managers Salaries, Travel Expenses, Office Rent, Accounting Fees, Legal Fees, Distributions, Meals and Entertainment, Auto Expenses, and Phone Expenses. At the end the original of 12 month period, Licensor has the right to request an evaluation of the Gross Profit calculation and the parties may make any mutually agreed upon adjustments to the methodology utilized in the calculation by written consent of both parties.