definiens: means, with respect to the Product, the gross amounts invoiced for sales or other dispositionsof the Product during the Royalty Term by or on behalf of VIT and its Affiliates and Sublicensees to Third Parties(other than Sublicensees but including to Distributors and Wholesalers ), less the following deductions to the extentincluded in the gross invoiced sales price for the Product or otherwise directly paid or incurred by VIT or its Affiliatesor Sublicensees, as applicable, with respect to the sale or other disposition of the Product:(a ) normal and customary trade and quantity discounts actually allowed and properly taken directly withrespect to sales of the Product;(b ) credits or allowances given or made for rejection or return of previously sold Product or for retroactiveprice reductions and billing errors;(c ) rebates and chargeback payments granted to managed health care organizations, pharmacy benefitmanagers ( or equivalents thereof ), national, state / provincial, local, and other governments, their agencies andpurchasers and reimbursers, or to trade customers;(d ) costs of freight, insurance, and other transportation charges directly related to the distribution of theProduct;(e ) clawback taxes, tariffs, duties, excises, value added tax and other sales taxes, and other taxes imposedupon and paid with respect to the sale, transportation, delivery, use, exportation, or importation of the Product ( whichdoes not include income taxes ), as adjusted for rebates and refunds;(f ) prompt - pay discounts and discounts in the form of [ * * * ] and reasonably allocated to the Product ; and(g ) [ * * * ] relating to the sale of the Product that are [ * * * ] ; provided that ( A ) any such amounts that are [ * * * ] and(B ) [ * * * ] the amounts deducted pursuant to this Section 1.99(g ) with respect to any reporting period [ * * * ] for sales orother dispositions of the Product during such reporting period by on behalf of VIT, its Affiliates and Sublicensees toThird Parties ( other than Sublicensees )