definiens: means a Microarray manufacturing system ; means moral rights of the author of a copyright wo rk ( including a right to be identified as the author of the work or to object to derogatory treat ment of work ) in any jurisdiction ; means the gross amount invoiced, or otherwise rece ivable, by QBD - IP or its Affiliates, for ( i ) sales of a Microarray ( ), in arm ’s length sales to third parties including Sub - Licensees ; and ( ii ) upfront and milestone payments received by QBD - IP or an Affilia te from a Sub - licensee but less the following deduc tions from such gross amounts which are actually incurred, allowed, accrued or specifically allocated : ( a ) normal and customary trade, cash and quantity d iscounts actually given, credits, price adjustments or allowances for damaged products, ret urns or rejections of products ; ( b ) chargeback payments and rebates ( or the equival ent thereof ) for the Product granted to trade customers ; ( c ) reasonable and customary freight, shipping insu rance and other transportation expenses directly related to the sale of the Product ( if act ually borne by QBD - IP or its Affiliates without reimbursement from any third party ) ; and ( d ) sales, value - added, excise taxes, tariffs and d uties, and other taxes and government charges directly related to the sale, to the extent that su ch items are included in the gross invoice price of the Product and actually borne by QBD - IP or its Affiliates w ithout reimbursement from any third party ( but not including taxes assessed again st the income derived from such sale )