definiens: shall mean, with respect to an HBV Product or an Other Product, the gross amount invoiced by Purchaser, itsAffiliate or licensee ( each, a ) to third parties for sales of such product, less the following deductions, in each case solely tothe extent ( i ) directly applicable to the sales of such products, and ( ii ) actually given, allowed or taken ( as applicable ): a)trade, quantity and cash discounts allowed ; b)discounts, refunds, rebates, chargebacks, retroactive price adjustments, incentives offered to certain indirect customers, including patients, and any other allowance which effectively reduce the net selling price ; c)product returns and allowances ; d)any Tax imposed on the production, sale, delivery or use of such product, including sales, use, excise or value addedtaxes, or any fees, including under the Affordable Care Act ( or similar Legal Requirement ) ( allocated in a mannerreasonably determined by the relevant Selling Party ), imposed on the pharmaceutical manufacturers by any GovernmentalBody ; e)wholesaler inventory management fees ; f)wholesaler allowance for distribution expenses ; g)write - offs for bad debt ; and h)transportation charges and insurance charges relating thereto