definiens: shall mean, with respect to Product, the gross invoiced commercial sales of Product by [COMPANY], its Affiliates and sublicensees to Third Parties in the Territory ( and for the purposes of Section 4.5 only, sales of Product by NPS, its Affiliates or Future Partners, in Canada and/or Mexico, as applicable ), less the following deductions to the extent included in the gross invoiced sales price for Product or otherwise directly paid, allowed, accrued, or incurred by [COMPANY], its Affiliates or sublicensees with respect to the sale of Product : ( a ) quantity or cash discounts, credits, retroactive price reductions, rebates, allowances and adjustments granted, to the extent usual and customary in the phannaceutical industry and consistent with [COMPANY] 's usual course of dealing for its products other than Product ( including, without limitation, government mandated and managed healthcare negotiated rebates ) ; ( b ) amounts repaid, credited or written otfby reason ofrejections, recalls, billing errors and returns ; ( c ) sales, excise, turnover, inventory, value·added, and similar taxes assessed on the sale of Product ( other than income taxes of Nyc om ed, its Affiliates or sublicensees ), and import and customs duties ; and ( d ) transportation, importation, shipping insurance and other handling expenses