definiens: means the gross amounts invoiced by EMD [COMPANY], its Affiliates and/or Sublicensees for Commercial Sales of a Licensed Product in the Territory to a Person, less the following deductions with respect to such Comm ercial Sales, as determined and allocated in accordance with International Accounting Standards, to the extent that such amount s are either included in the billing as a line item as part of the gross amount invoiced, or otherwise documented in accordance with International Financial Reporting Standards to be attributable to sales of a Licensed Product : ( a ) trade discounts, including tr ade, cash and quantity, other discounts, or rebates, credits or refunds ; ( b ) allowances or credits actually granted upon claims, returns or rejections of such License d Product, including recalls ; ( c ) charges included in the gross sales price for fre ight, insurance, transportation, postage, handling, insurance and any other charge s relating to the sale, transportation, delivery or return of such Licensed Produc t ; ( d ) customs duties, sales, excise and use taxes and any other governmental charge s ( including value added tax ) paid in connection with the trans portation, distribution, use or sale of such Licensed Product ( but excluding what is commonly know n as income taxes ) ; ( e ) rebates and chargebacks or retroactive price reductions to federal, state, or local governments ( or their agencies ), or any Third Party pa yor, administrator or contractor, including managed health organizations ; ( f ) inventor y management fees paid to wholesale customers in the ordinary course of business and consistent with inventory management practices with respect to such Person ’s other products ( but only such portion of such fees that are applicable to a License d Product ) ; and ( g ) co - pay assistance and other payment assistance provided by EMD [COMPANY] or its Affiliates to patients in the ordinary course of business ( but only such portion of such amounts that are applicable to a Licens ed Product )