definiens: shall mean the gross invoiced sales of the Product by [COMPANY], [COMPANY] Affiliates and/or its sub - licensee toa third party, less a deduction for any amounts actually incurred by [COMPANY], [COMPANY] Affiliates and/or its sub - licensee for anyof the following items to the extent such items specifically relate to sale of the Product and are incurred by [COMPANY], TakedaAffiliates and/or its sub - licensee in the normal course of business, provided that the total deductions for any particular saleshall not exceed [ * * ] percent ( [ * * ] % ) of the gross invoiced amount of such sale of the Product : ( a ) credits, price adjustments or allowances for damaged products, returns or rejections of the Product ; ( b ) normal and customary trade, cash and quantity discounts, allowances and credits ; ( c ) chargeback payments and rebates granted to group purchasing organizations, managed health care organizations or tofederal, state / provincial, local and other governments, including their agencies ; ( d ) sales, excise taxes ( to the extend not refundable in accordance with applicable law ) and other taxes directly related tothe sale ( but not including taxes assessed against the income derived from such sale ) ; and ( e ) any freight charges, including postage, shipping, insurance and transportation