definiens: shall mean, [ * * * ], a fraction less than one, with the numerator equal to ( a ) [ * * * ] and the denominator equal to ( b ) [ * * * ] 1.26 shall mean with respect to each given country, the invoiced sales of Royalty Bearing Produ cts by or on behalf of [COMPANY] and its Affiliates or the invoiced services, including, without limitation, database subscriptions, by or on behalf of [COMPANY] and its Affiliates to any Third Party ( whether an end -user, a distributor or othe rwise ), exclusive of inter -company transfers or sales to or from Affiliates, less the following deductions only to the extent reasonable and customary, from such gross amounts which are actually incurred : _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ * CONFID ENTIAL TREATMENT REQUESTED 4 < PAGE > following deductions only to the extent reasonable and customary, from such gross amounts which are actually incurred : ( a ) credits or allowances actually gran ted for damaged products, returns or rejections of product and retroactive price reductions ; ( b ) freight, postage, shipping, customs, duties and insurance charges ; ( c ) normal and customary trade, cash and quantity discounts, allowances and credits ; ( d ) sales, value added or similar taxes measured by the billing amount, when included in billing ; ( e ) charge back payments and r ebates granted to managed health care organizations or to federal, state and local governments, their agencies, and purchasers and reimbursers or to trade customers ; ( f ) commissions paid to Third Parties other than sales person nel and sales representatives or sales agents ; and ( g ) rebates ( or equivalents thereof ) granted to or charged by national, state or local government authorities in countries other than the United States and actually paid by the Party or its Affiliate in accordance with the applicable laws, regulations or rules of such countries