definiens: shall mean the gross invoice price ( not including value added taxes, sales taxes, or similar taxes ) of RoyaltyProduct sold by MERCK or its Related Parties to the first Third Party after deducting, if not previously deducted, fromthe amount invoiced or received:(a ) trade and quantity discounts other than early pay cash discounts;(b ) returns, rebates, chargebacks and other allowances;(c ) retroactive price reductions that are actually allowed or granted;(d ) a fixed amount equal to [ * ] to cover bad debt, early payment cash discounts, transportation and insurance, customduties, and other governmental charges ; and(e ) if applicable as to the Royalty Product sold, MERCK ’s standard inventory cost, using MERCK ’s standard internalsystem for determining such costs across all its products consistently applied, of a Product Delivery Device ( as definedbelow ) that is sold with the Royalty Product . A shall mean a device or delivery system that isused for administering or delivering a Royalty Product ( such as a syringe or specialized drug delivery system ) and ispackaged and sold with such Royalty Product, such as in a sterile kit