definiens: means ( a ) with respect to JCR Product sold for Additional Field in the Territory, the grossamount invoiced by JCR, its Affiliates, Sublicensees or co - marketers for such JCR Product and ( b ) withrespect to Mesoblast Product the gross amount invoiced by Mesoblast, its Affiliates, sublicensees or co - marketers for such Mesoblast Product less in each case ( a ) and ( b ) deductions for : ( i ) trade, quantity and / orcash discounts, allowances and rebates actually allowed or given ; ( ii ) freight, shipping, insurance and othertransportation expenses ( if separately identified in such invoice ) ; ( iii ) credits or refunds actually allowed forrejections or defects of such Product, outdated or returned Product, or because of rebates or retroactiveprice reductions ; ( iv ) sales, value added, excise taxes, tariffs and duties, and other taxes directly related tothe sale, to the extent that such items are separately identified in such invoice and are paid by thepurchaser of Product