definiens: means, without duplication, the aggregate gross worldwide revenues received ( i ) by Parent and itsAffiliates for Dalbavancin sold to third parties including to distributors and end - users ( other than to Parent or any of itsAffiliates ) and ( ii ) by Parent and its Affiliates in the form of any upfront fees, royalty, milestone payments or otherconsideration received from any third party to whom rights to Dalbavancin have been licensed ; provided, thataggregate gross worldwide revenues received pursuant to clause ( i ) and clause ( ii ) of this definition shall be reducedby the Permitted Deductions ( in respect of clause ( ii ), only clause ( 5 ) of the Permitted Deductions ) incurred by theapplicable entity with respect to such sales or licenses and shall be subject to the last sentence of this definition, allas determined in accordance with the applicable entity ’s usual and customary accounting methods consistent with thetreatment of other branded prescription products sold or licensed by the applicable entity, which shall be inaccordance with GAAP, including the accounting methods for translating gross revenues denominated in foreigncurrencies into United States dollar amounts . Notwithstanding the foregoing, the following shall not be included in thecalculation of aggregate gross worldwide revenues received pursuant to clause ( i ) of this definition : ( x ) Dalbavancinprovided for administration to patients enrolled in clinical trials or for other research purposes or distributed through anot - for - profit foundation, indigent patient programs or patient discount, assistance or coupon programs at a discount(to the extent of such discount ) to eligible patients ; ( y ) commercially reasonable quantities of Dalbavancin used assamples to promote additional sales ; or ( z ) gross revenues received by A.C.R.A.F. S.p . A. ( ) or its Affiliatesin connection with that certain supply agreement, dated as of July 29, 2014, by and between Angelini and theCompany, as it may be amended from time to time