definiens: means the gross amount invoiced by Basilea, its Affiliates, Sub - licensees or distributors forsale of Products that are the subject of a Regulatory Approval to Third Parties, less the followingdeductions which are actually incurred, allowed and taken or paid, prepared in accordance withBasilea 's internal reports and with the Accounting Standards applied on a consistent basis : ( a)Basilea 's customary trade, cash and quantity discounts, allowances and credits actuallyallowed and taken or paid ; provided that where any discount, allowance or credit is based onsales of a bundled set of products in which the Product is included, the discount, allowance orcredit shall be allocated to the Product on a pro rata basis ; ( b)credits, price adjustments or allowances actually granted and taken for damaged Products, returns or rejections of products, price adjustments or billing errors ; ( c)chargeback payments and rebates ( or the equivalent thereof ) for the Product granted to grouppurchasing organisations, managed health care organisations, pharmacy benefit managers ( orequivalents thereof ) or to federal, state / provincial, local and other governments, including theiragencies, or to trade customers ; ( d)freight, shipping insurance and other transportation expenses related to the sale of the Product(if actually borne by Basilea, its Affiliates, Sub - licensees or distributors without reimbursementfrom any Third Party ) ; ( e)wholesaler fee - for - service and distribution commissions / fees payable to any Third Partyproviding wholesaler and/or distribution services to Basilea ; ( f)sales, value - added, excise taxes, tariffs and duties, and other taxes and government chargesdirectly related to the sale, to the extent that such items are included in the gross amountinvoiced for the Product and actually borne by Basilea, its Affiliates, Sub - licensees ordistributors without reimbursement from any Third Party ( but not including taxes assessedagainst the income derived from such sale ) ; ( g)the actual amount of any write - off recorded for bad debt directly relating to the sales of theProduct recorded in Basilea 's books in accordance with Accounting Standards during suchperiod ; provided such costs do not exceed * * * of the gross amounts invoiced for Product soldin the applicable Calendar Quarter ; and Confidential / Basilea Pharmaceutica International Ltd. & [COMPANY], Inc