definiens: Net Sales " means collectively, the gross amount invoiced by Strata, its sublicensees, or its Affiliates for sales ofthe Product to a Third Party ( excluding sales among Strata and a sublicensee or Affiliate of Strata for resale, but including the subsequent final sales to Third Parties by such sublicensees or Affiliates ), less the following as they pertain to the Product : NSD\65158.3 038916 - 0007 -9 -(a ) any and all nonnal and customary trade and quantity discounts and customary allowances actually granted to purchasers of the Product for returns or credits, recalls ( whether in the fonn of a credit or free replacement actually given in place of a returned or recalled Product ), allowances to end users, which are reasonable and customary in accordance with generally accepted practices in the phannaceutical industry ( whether in the forn1 of a credit or free Product ), taxes ( the legal incidence of which is on the purchaser and is shown separately on a Party 's invoices ) and transportation, insurance and postage charges ( if billed on a Party 's invoices as a separate item ), and payments and rebates ( including Medicaid rebates given pursuant to an agreement with u.s . Depmiment of Health and Human Services and other rebates given pursuant to a government based rebate program, including local and state rebate programs ), accrued, paid or deducted pursuant to agreements ( including managed care agreements and group purchasing agreements ) or Applicable Laws, chargebacks and reporting rebates paid to wholesalers and other distributors