definiens: means, with respect to any period, the gross amountinvoiced by Buyer and its Affiliates to Persons that are not Affiliates of Buyer for the sale of theProduct during such period, less deductions accrued in accordance with GAAP for : ( i)Chargebacks, ( ii ) Rebates, ( iii ) GPO Administration Fees, ( iv ) credits, refunds or allowances onaccount of returns of Product or Product shipment errors ; and ( v ) IFF payments with respect tothe Product . Any of the deductions specified above that involves a payment or credit shall betaken as a deduction in the period in which the payment or credit is accrued by Buyer . Forpurposes of determining Net Sales, the Product shall be deemed to be sold when invoiced andsales, transfers or dispositions of the Product for charitable, promotional ( including samples),pre - clinical, clinical, regulatory or governmental purposes, shall be excluded from Net Sales . If, as part of any managed care program or arrangement, the Product is sold with other productssuch that it is not possible to determine which of the deductions set forth above are specificallyattributable to the Product, Buyer shall apportion the deductions across the bundle of products ona fair and reasonable basis