definiens: shall mean with respect to a Product, the total amounts actually received by Buyer and/or itsAffiliates in respect of all sales ( including, without limitation, hospital sales, mail orders, retail sales, and salesto federal or state governments, wholesalers, or medical institutions ) of such Product(s ) or CombinationProduct ( subject to the adjustments set forth below ) in arm ’s length sales by Buyer and/or its Affiliates, lessthe following items determined in accordance with Buyer ’s standard accounting methods and IFRS standardsas consistently applied by Buyer or its Affiliates ( the ) which have not beenpreviously claimed by Buyer : ( i ) quantity and/or cash discounts allowed or taken ( including by or towholesalers ) ; ( ii ) customs, duties, sales, withholding, import / export, excise and similar taxes imposed on theProduct but not income tax ; ( iii ) amounts allowed or credited by reason of rejections, return of goods ( includingas a result of recalls ), any retroactive price reductions or allowances ( including those resulting from inventorymanagement or similar agreements with wholesalers ), and prompt payment and trade, cash and volumediscounts ; ( iv ) amounts incurred resulting from government mandated rebate programs ( or any agencythereof ) ; ( v ) third party ( a ) rebates, ( b ) freight, packaging, postage, shipping and applicable insurance chargesand ( c ) chargebacks or similar price concessions related to the sale of the Product ; ( vi ) bad debts ; ( vii)royalties paid to third parties by Buyer, its Affiliates or Sublicensees in respect of the use of such third party’sintellectual property rights but only if that intellectual property is required to exploit or used in combination withor to enhance the Product or Combination Product ; and ( viii ) reasonable quantities of samples