definiens: shall mean, with respect to any Product, the gross sales price of such Product invoiced by JAH, its Affiliates and Sublicensees resultingfrom the commercial sale, licensing or other commercial exploitation of the Product to an independent third party that is not an Affiliate of such seller, less deductions for the following items if not already deducted and reflected in the invoiced sales price : ( a ) trade, cash, prompt payment, quantity orother discounts given in respect of sales of the Product including allowances or credits to customers on account of price reductions ( including feesincurred or accrued relative to recorded sales pursuant to inventory management or other fee - for - services agreements with wholesalers ) ; ( b ) returns, recall expenses, allowances, rebates, or chargebacks ; ( c ) customs, duties, sales taxes ( including VAT ), tariffs, excises and other similar taxes ( otherthan income taxes ) ; ( d ) reasonable fees, chargebacks or rebates paid to group purchasing organizations, pharmacy benefit managers, governmentagencies, wholesalers and veterinary hospitals or other similar organizations in connection with the sale ; ( e ) allocation of invoiced freight and shipping, insurance expenses and other transportation charges ; ( f ) invoiced amounts that are written off as uncollectible ; ( g ) discounts actually paid under statelegislated or seller - sponsored discount prescription drug programs or reductions for coupon and voucher programs ; and ( h ) credits, price adjustments orallowances for damaged products, returns, rejections or product replacement, whether cash or trade