definiens: means, with respect to a given Existing Product or Generic Subsequent Product, the aggregate gross price of such Existing Products or Generic Subsequent Products received by [COMPANY] or its sublicensees from unaffiliated retailers, distributors or other customers, less the sum of the following items, all of which must directly relate to the sale and distribution of such Existing Products or Generic Subsequent Products and be determined in accordance with GAAP applied in a manner consistent with past practices of [COMPANY] : ( a ) returns, credits, rebates, discounts, allowances, promotional payments, free goods, chargebacks and other price reduction programs customary to the trade or required by law, ( b ) sales, valued - added and other taxes, ( c ) [ sales commissions to independent agents ], ( d ) customs duties, surcharges and other governmental charges, ( e ) [ administrative fees, marketing fees and other similar fees, payments or credits paid to unaffiliated third parties customary to the trade or required by law ], and ( f ) [ commercially reasonable write - offs for doubtful accounts ] . Sales between or among [COMPANY] and its Affiliates shall not be included in Net Sales unless [COMPANY] or its Affiliates are the end user of the Existing Products or Generic Subsequent Products