definiens: means, with respect to any Product, the gross sales price of such Product invoiced by Syros and its Affiliates and sublicensees to Thi rd Party customers ( who are not Affiliates ) less, t o the extent actually paid or accrued by Syros or its Affiliates or sublicensees ( as applicable ), ( a ) credits, allo wances, discounts and rebates to, and chargebacks from the account of, such customers for nonconforming, damag ed, outdated or returned Product ; ( b ) freight and insur ance costs incurred by Syros or its Affiliates or s ublicensees ( as applicable ) -3- in transporting such Product to such customers ; ( c ) cash, quantity and trade discounts, rebates and ot her price reductions for such Product given to such customers under price reduction programs ; ( d ) sales, use, va lue - added and other direct taxes incurred on the sale of such Product to such customers ; ( e ) customs duties, tar iffs, surcharges and other governmental charges incurred in exporting or importing such Product to such cust omers ; ( f ) sales commissions incurred on the sale of such Product to such customers ; and ( g ) an allowance for uncollectible or bad debts determined in accordance with generally accepted accounting principles