definiens: means the gross price billed or invoiced on sales of Licensed Products by Licensee, itsAffiliates, or Sublicensees during the applicable Royalty Term(s ), less:(a)Freight and shipping expenses ( actual ), including insurance, to the extent billed to the customer;(b)Cash, trade, volume, and prompt payment discounts actually granted and deducted solely on account ofsales of Licensed Products;(c)Rebates actually paid to individual or group purchasers of Licensed Products that are solely on accountof the purchase of such Licensed Products ; 6 ( d)credits, reserves or allowances granted for ( i ) damaged, outdated, returned, rejected, withdrawn orrecalled Licensed Product, ( ii ) wastage replacement and short - shipments ; ( iii ) billing errors and ( iv ) indigent patient andsimilar programs ( e.g., price capitation);(e)Taxes ( including sales, value added, consumption and similar taxes ), duties and other governmentalcharges actually incurred, paid or collected and remitted to the relevant tax or other authority for the sale, export, import, transfer or use of Licensed Products;(f)government - mandated rebates and price reductions, and chargebacks, rebates or fees granted togovernmental healthcare organizations, purchasing groups, wholesalers, distributors, selling agents ( excluding any salesrepresentatives of a selling party ), group purchasing organizations, Third Party payors, other contractees and managed careentities;(g)retroactive price reductions actually granted to the Third Party applicable to sales of the product ; and(h ) [ * * * ], with respect to the sale of the Licensed Product, based [ * * * ] of the [ * * * ] during the applicable period