definiens: ( ) shall mean in the case of Product sold by [COMPANY] or an Affiliate, that sum determined by deducting from the aggregate gross In Market sales proceeds billed for the Product by [COMPANY] or its Affiliate, as the case may be, the following deductions : ( a ) ordinary course trade, quantity and cash discounts, returns, credits and allowances ( including inventory and price prot ection, chargebacks, volume reimbursements, Medicaid rebates ), contract administration fees, if any incurred or granted ; ( b ) marketing, selling and distribution expenses prorated as to the fraction of the Product ’s sales relative to total generic [COMPANY] sales, subject to a cap of [ * * * ] of the sum of the aggregate gross In Market sales proceeds less the deductible items at ( a ) above ; ( c ) dedicated direct marketing expenses for the Product associated with activities to increase therapeutic substitution against other products with the same active ingredient, other than the Normal Dosage Form, in order to increase total market share / sales of the Product, limited to [ * * * ] of the sum of aggregate gross In Market sales proceeds less the deductible items in ( a )