definiens: shall mean shall mean for a Product in a particular period, the sum of ( 1 ) and ( 2 ): ( 1 ) the gross amount invoiced by Pieris for sale of Products to Third Parties in the Field and Territory, excluding transa ctions transferring a Product to a Pieris Affiliate, Sublicensee, distributor and/or agent for resale, less the sum of the following items : ( a ) customary trade, prompt payment, quantity or cash discounts to the extent actually allowed and taken ; ( b ) amounts repaid or credited by reason of rejection, recalls or returns ; ( c ) to the extent separately stated on purchase orders, invoices or other documents of sale, any taxes, duties, tariffs or other governmental charges levied on the production, sale, transportation, delivery or use of a Product ; ( d ) outbound transportation costs prepaid or allowed and costs of insurance of transit ; ( e ) discounts or rebates or other payments required by law to be made under Medicaid, Medicare or other governmental special medical assistance programs to the extent actually allowed and taken ; and ( f ) amounts written off by reason of uncollectible bad debt, but not to exceed [ * * * ] ( [ * * * ] ) of the Net Sales per calendar year