definiens: shall mean, on a country - by - country basis, the gross invoiced sales price for all Product sold by Distributor, its Affiliates or permitted Sub - distributors to Third Parties throughout the Territory during each Fiscal Quarter, less the following amounts incurred or paid during such Fiscal Quarter with respect to sales of Product regardless of the Fiscal Quarter in which such sales were made : 2 [ ( i ) trade, cash and quantity discounts or rebates actually allowed or taken, including discounts or rebates to governmental or managed care organizations ; ( ii ) credits or allowances actually given or made for rejection of Product ; ( iii ) any charges for insurance, freight, and other transportation costs directly related to the delivery of Product to the extent included in the gross invoiced sales price ; ( iv ) any tax, tariff, duty or governmental charge levied on the sales, transfer, transportation or delivery of a Product ( including any tax such as a value added or similar tax or government charge ) borne by the seller thereof, other than franchise or income tax of any kind whatsoever ; and ( v ) any import or export duties or their equivalent borne by the seller ] shall not include sales or transfers between Distributor and its Affiliates or Sublicensees, unless Product is consumed by the Affiliate or Sublicensee