definiens: shall mean, with respect to any Product, the gross invoiced sales price of such Product sold by either ( i ) [COMPANY], its Affiliates or Sublicensees or ( ii ) [COMPANY], its Affiliates or Sublicensees ( in each case, the ), in finished product form, packaged and labeled for sale, to Third Parties, less deductions allowed by the Selling Party and incurred, allowed, paid, accrued or specifically allocated as reported by the Selling Party in its financial statements in accordance with the International Financial Reporting Standards ( ) for GS K ( or any other Selling Party which accounts in accordance with [ FRS ) or U.S. Generally Accepted Accounting Principles for [COMPANY] ( or any other Selling Party which accounts in accordance with U.S. Generally Accepted Accounting Plinciples ), applied on a consistent basis, for : ( a ) customary and reasonable trade, quantity, and cash discounts and wholesaler allowances ; provided that, in the case of pharmacy incentive programs, hospital performance incentive program chargebacks, disease management programs, similar programs or discounts and wholesaler allowances on of products, all discounts, wholesaler allowances and the like shall be allocated among products on the basis on which such discounts, wholesaler allowances or the like were actually granted or, if such basis can not be determined, in proportion to the respecti ve list prices of such products ; ( b ) customary and reasonable credits, rebates and chargebacks ( including those to managed - care entities and government agencies ), and allowances or credits to customers on account of rejection or returns ( including, but not limited to, wholesaler and retailer returns ) or on account of bona fide retroactive price reductions affecting such Product ; ( c ) freight, postage and duties, and customary and reasonable transportation charges relating to such Product, including handling and insurance thereto ; ( d ) sales ( such as VAT or its equivalent ) and excise taxes, other consumption taxes, customs duties and compulsory payments to governmental authorities and any other governme ntal charges imposed upon the importation, use or sale of such Product to Third Parties ( excluding any taxes paid on the income from such sales ), to the extent the Selling Party is not otherwise entitled to a credit or a refund for such taxes, duties or payments made ; ( e ) fees paid to Third Party distributors, brokers or agents ( in each case, other than sales personnel, sales representatives and sales agents ) employed or engaged by [COMPANY] or its Affiliates or sublicensees ; and ( I ) actual bad debt ( i.e., when such debt is no longer recorded as a receivable ) EXECUTION VERSION -16 - specifically attributable to sllch Product