definiens: means, with respect to any Licensed Product, the gross invoiced sales of such Licensed Product sold byeither ( i ) [COMPANY], its Affiliates or Sublicensees or ( ii ) as the case requires, Isis, its Affiliates or S ublicensees ( in eachcase, the ), in finished product form, packaged and labeled for sale, under this Agreement in arm’s - length sales to Third Parties, less the following d eductions which are actually incurred, allowed, pai d, accrued orspecifically allocated to the Third Party customer by the Selling Party ( to the extent actually taken by such ThirdParty customer ), on such sales for : ( a ) customary trade, quantity, and cash discounts ; ( b ) customary and reasonablecredits, rebates and chargebacks ( including those t o managed - care entities and government agencies inc ludingMedicare and Medicaid ), and allowances or credits t o customers on account of rejection or returns ( inc luding, but notlimited to, wholesaler and retailer returns ) or on account of retroactive price reductions affecting s uch LicensedProduct ; ( c ) freight, postage and duties, and trans portation charges relating to such Licensed Product, includinghandling and insurance thereto ; ( d ) sales taxes, va lue added taxes ( VAT ), and other taxes directly lin ked to the salesof such Licensed Product to the extent included in the gross amount invoiced ; ( e ) actual bad debt, in an amount up to2 % of Net Sales ; ( f ) commissions 91 allowed or paid to Third Party distributors, broker s, or agents relating to such Licensed Product othe r than salespersonnel, sales representatives, and sales agents employed by the Selling Party ; and ( g ) any other it ems actuallydeducted from gross invoiced sales amounts as repor ted by such Party in its financial statements in ac cordance with, in the case of [COMPANY] ’s Net Sales, the International F inancial Reporting Standards, applied on a consiste nt basis, and, in the case of Isis ’ Net Sales, the U.S. generally accepted accounting principles applied on a consist ent basis