definiens: shall mean the gross amount billed or invoiced by ( a ) [COMPANY] or its Affiliates or sublicensees for the sale of each External Product or ( b ) in the case the Program is terminated pursuant to Section 13.2.4, the terminating Party or its Affiliates or sublicensees for the sale of each Collaboration Product ( each, a ), less ( i ) discounts actually allowed ( ii ) credits for claims, allowances, retroactive price reductions or returned goods ; ( iii ) prepaid freight charges ; ( iv ) sales taxes or other governmental charges actually paid in connection with the sale ( but excluding what is commonly known as income taxes ) ; and ( v ) brokerage, commissions and other fees paid to others for or in connection with the sale of a Royalty - Bearing Product . For purposes of determining Net Sales, a sale shall be deemed to have occurred when payment is received for the sale