definiens: means, with respect to a Licensed Product, the gross amount invoiced by [COMPANY] ( including any ElancoAffiliate ) or any sublicensee thereof to unrelated Third Parties ( excluding any sublicensee ) for sales of such Licensed Productin the Territory, less the following:(a ) Customary trade, quantity and cash discounts actually allowed;(b ) Third Party agent commissions, discounts, refunds, rebates, chargebacks, retroactive price adjustments andsimilar allowances, limited to reasonable adjustments and allowances which effectively reduces the net selling price;(c ) Licensed Product returns or allowances;(d ) Allowance for Third Party distribution expenses;(e ) Any tax imposed on the sale, delivery or use of the Product, including, without limitation, sales, use, excise orvalue added taxes, but excluding any tax on income ; and(f ) Any other similar and customary deductions, which reduces net sales under US GAAP