definiens: means the actual invoiced gross sales of Products to Third Parties by [COMPANY], its Affiliates and their Marketing Distributors, as rec orded by [COMPANY] in accordance with generally accepted accounting principals, less the following : ( i ) usual and custo mary allowances or credits to such third parties fo r spoiled, damaged, rejected, recalled, outdated and returned Products ; ( ii ) freight, transportation, warehousing, storage, postage and insurance charges to the extent separat ely identified on an invoice ; ( iii ) the amounts of trade, quantity and cash discounts actually allowed, to th e extent such trade, quantity and cash discounts ar e specifically allowed on account of the purchase of such Products ; ( iv ) sales taxes, excise taxes, use taxes, value added taxes and import / export duties actually due o r incurred or allowed in connection with the sales of Products to any third party to the extent separately identif ied on an invoice ; ( v ) usual and customary allowanc es, adjustments, reimbursements, discounts, chargebacks and rebates granted to third parties, including re bates given to health care organizations or other third parties, whether during the actual period or not ; and ( vi ) usual and customary allowances for doubtful accounts and actu al chargeoffs for bad debt . excludes any amounts invoiced or received in connec tion with any transfers of a Product between [COMPANY] an d its Affiliates prior to final disposition to third part y customers but only where Products are to be resol d to a third party . also excludes transf ers of Products made or used for tests or developme nt purposes, or distributed as donations or Samples an d for which no payment is received by [COMPANY] or its Af filiates or sublicensees . In the event that [COMPANY] or its Affiliat e or sublicensee, as the case may be, sells, transf ers or disposes of any Product for consideration, in whole or in pa rt, other than cash, the gross amount used for calc ulating Net Sales of Products for such Product shall be deemed to be the standard invoice price then being invoice d in arm ’s length transactions with similar customers . In the event that [COMPANY] sells a Product as part of a bundle or group sale with other products not covered by the Agreement, a nd provides a discount, allowance or rebate to the purchaser of such products based on the invoiced prices for a ll products sold, such discount must be allocated p ro rata based on average wholesale prices across all such p roducts and may not be applied disproportionately t o the Product sold as part of such bundle