definiens: means the gross amount invoiced on Sales of a Licensed Product by Licensee, its Affiliates and Sublicensees to any Third Party, les s the following deductions with respect to the Sale of such Licensed Product, in each case, calculated in accor dance with GAAP, consistently applied : 5 ( a ) normal trade, cash and quantity discounts and o ther customary discounts actually given to customers in the ordinary course of business ; ( b ) rebates, credits and allowances given by reason of rejections, returns, damaged or defective product or recalls ; ( c ) government - mandated rebates and any other compu lsory payments, credits, adjustments and rebates actually paid or deducted ; ( d ) price adjustments, allowances, credits, chargeb ack payments, discounts, rebates, fees, reimbursements or similar payments granted to manag ed care organizations, group purchasing organizatio ns or other buying groups, pharmacy benefit management co mpanies, health maintenance organizations and any o ther providers of health insurance coverage, health care organizations or other health care institutions ( i ncluding hospitals ), health care administrators or patient a ssistance or other similar programs, or to federal, state / provincial, local and other governments, incl uding their agencies, or to wholesalers, distributo rs or other trade customers ; ( e ) reasonable and customary freight, shipping, ins urance and other transportation expenses, if actually borne by Licensee or its Affiliates or Sub licensees without reimbursement from any Third Part y ; ( f ) sales, value - added, excise taxes, tariffs and d uties, and other taxes and government charges directly related to the sale, delivery or use of Li censed Product ( but not including taxes assessed di rectly against the income derived from such sale ), net of any cred its or allowances received by Licensee or its Affil iates or Sublicensees with respect to such taxes or charges ; ( g ) amounts previously included in Net Sales of Lic ensed Product that are written off as uncollectible after reasonable collection efforts, in accordance with standard practices of the applic able party ; and ( h ) any item, substantially similar in character or substance to any of the foregoing, calculated in accordance with GAAP consistently applied and custo mary in the pharmaceutical industry to be deducted in the definition of net sales in a license agreement of t his type