definiens: means the gross amount invoiced by Licensee, its Affiliates or sublicensees for the sale or other disposition of an Infringing Product in a country to Third Parties ( including distributors, wholesalers and end - users ), less the following deductions ( such deductions, collectively, ): ( a ) sales returns and allowances actually paid, granted or accrued on Infringing Products, including trade, quantity, prompt pay and cash discou nts and any other adjustments, including those granted on account of price adjustments or billing errors ; ( b ) credits or allowances given or made for rejection, recall, return or wastage replacement of, and for uncollectible amounts on, Infringing Pro ducts or for rebates or retroactive price reductions ( including Medicare, Medicaid, managed care and similar types of rebates and chargebacks ) ; ( c ) taxes, duties or other governmental charges levied on or measured by the billing amount for Infringing Products, as adjusted for rebates and refunds, including pharmaceutical excise taxes ( such as those imposed on an Infringing Product by the United States Patient Protection and Affordable Care Act of 2010 and other comparable laws ), but which shall not in clude any tax, duty, or other charge imposed on or measured by net income ( however denominated ) or any franchise taxes, branch profits taxes, or similar tax ; ( d ) charges for freight, customs and insurance directly related to the distribution of Infrin ging Products and wholesaler and distributor administration fees ; and ( e ) other future similar deductions, taken in the ordinary course of business and in accordance with applicable accounting standards and Licensee ’s standard practices