definiens: means the gross amount invoiced for any sale of an y Licensed Product sold by Genocea, and its respective Affiliates and Sublicensees, to Thir d Parties anywhere within the Territory, less the f ollowing deductions, in each case to the extent specifically related to the Licensed Product and taken by, or o therwise paid for or accrued by, the seller of the Licensed Produ ct : ( a ) trade, cash, promotional and quantity disco unts and wholesaler fees ; ( b ) taxes on sales ( such as excise, sales or use taxes or value added taxes ) to the e xtent imposed upon and paid directly with respect to the sales pr ice ( and excluding national, sales or local taxes b ased on income ) ; ( c ) freight, insurance, packing costs and other transportation charges to the extent included in the invoice price to the buyer of the Licensed Products ; ( d ) amounts repaid or credits taken by reason of damaged goods, rejections, defects, expired dating, recalls or returns or because of retroactive price reducti ons ; ( e ) charge back payments and rebates granted to ( i ) managed he althcare organizations, ( ii ) federal, state or prov incial or local governments or other agencies, ( iii ) purchase rs and reimbursers or ( iv ) trade customers, includi ng wholesalers and chain and pharmacy buying groups ; a nd ( v ) documented custom duties actually paid by th e seller of the Licensed Product . The transfer of Lic ensed Products between or among Genocea, [COMPANY] a nd their Affiliates and Sublicensees shall be excluded from the computation of Net Sales