definiens: shall mean that sum determined by deducting from the gross amount billed and collected by the SELLER ( LICENSEE, SUBLICENSEE or A FFILIATE ) in an arms length transaction to customers that are not AFFILIATES of the SELLER ; transportation cha rges or allowances, including freight pickup allowances, and packaging costs, if any ; trade, quantity or cash discounts, service allowances and independent broker ’s or agent ’s comm issions, 2 if any, allowed or paid ; credits or allowances for the LICENSED PRODUCT, if any, given or made on account of price adjustments, returns, bad debts, o ff - invoice promotional discounts, rebates, chargebacks, any and all federal, state or local go vernment rebates or discounts whether in existence now or enacted at any time during the term of this SUBLICENSE AGREEMENT, volume reimbursements, the gross amount billed and collect ed for rejected LICENSED PRODUCT or LICENSED PRODUCT subject to recall or destruction ( voluntarily made or requested or made by an appropriate government agency, sub- division or department ) ; and any tax, excise or oth er governmental charge upon or measured by the production, sale, tr ansportation, delivery or use of the LICENSED PRODUCT ; in each case determined in accordance with generally accepte d accounting practices