definiens: shall mean, with respect to any Product, the gross amount billed by [COMPANY], itssublicensees and their respective Affiliates for the Product less the following : ( i ) normal andcustomary trade, quantity and/or cash discounts, returns or credits ( including due to rejections, defects or recalls of the Product or because of rebates or retroactive price adjustments),allowances, rebates and charge - backs, to the extent actually accrued ; ( ii ) sales taxes, value - added taxes, excise or use taxes, tariffs, duties and customs fees and other taxes ( excludingincome taxes ), duties or other governmental charges imposed with respect to sales of theProduct which are actually paid ; and ( iii ) freight, postage, shipping, insurance and othertransportation expenses associated with the Product which are itemized in the gross amountbilled and are actually paid29Confidentialby [COMPANY] or its Affiliates or sublicensees . All calculations shall be made in accordance with U.S