definiens: means the gross amount billed or invoiced by or for the benefit of Ahon and its Affiliates, licensees and sublicensees ( each of the foregoing, a ) to independent, unrelated Persons ( ) in bona fide arm ’s length transactions with respect to a Licensed Product, less the following deductions to the extent not previously deducted, in each case to the extent actually allowed and taken by such Buyers and not otherwise recovered by or reimbursed to Seller in connection with such sale of Licensed Product : ( a ) trade, cash and quantity discounts and/or rebates actually allowed and taken ; ( b ) actual credits and/or allowances given or made for rejection and/or return of previously sold Licensed Produ cts ; and ( c ) taxes, duties and/or other governmental charges levied on or measured by the billing amount, as adjusted for rebates or refunds, that are borne by the seller thereof and that are not refundable and to the extent non -creditable