definiens: shall mean the gross sales of the Licensed Product invoiced by CVT, its Affiliates, the CVTPartner and other sublicensees, as the case may be, to non - Affiliated third parties, less deductions of returns(including withdrawals and recalls ), rebates ( price reductions, including Medicaid and similar types of rebates, e.g., chargebacks ), volume ( quantity ) discounts, other discounts granted at the time of invoicing, sales taxes andother taxes directly linked to and included in the gross sales amount, as computed on a product - by product basisfor the countries of the CVT Territory ( hereinafter referred to as ) . From the adjusted grosssales there shall be a lump sum deduction of [ * ], computed in accordance with Section 5.7, for those sales - related deductions which are not accounted for on a product - by - product basis ( e.g, outward freight, transportationinsurance, packaging materials for dispatch of goods, custom duties, retroactive price reductions, discountsgranted later than at the time of invoicing, cash discounts and other direct sales expenses ) . For further clarity, any annual fee payable to the United States government pursuant to Section 9008 of the Patient Protection andAffordable Care Act, Pub . L. No . 111 - 148 ( as may be amended ) shall not be deducted from gross sales of theLicensed Product in the United States . ”2