definiens: shall mean, with respect to any MEMORY Product, the amount invoiced for the sale of such MEMORY Product by MEMORY and its Affiliates or its Licensees, as applicable, to Third Parties which are not Affiliates or sublicensees of the selling party, unless such Affiliates or sublicensees are the end users of such MEMORY Product in which case the amount billed therefor shall be deemed to be the amount that would be invoiced to a Third Party in an arm 's length transaction, less : ( a ) cash discounts and/or quantity discounts allowed ; ( b ) credits and allowances for returns, rejections and recalls ; ( c ) charges for freight, insurance and transportation specifically included in the amount invoiced ; ( d ) sales and use taxes, duties or other governmental tariffs and other similar taxes incurred and government mandated rebates ; and ( e ) accruals for estimated wholesaler chargebacks, contract rebates and bid rebates and Medicaid and other similar government mandated rebates as MEMORY may be required to pay from time to time, all of which shall be determined in accordance with MEMORY 's standard accounting methods