definiens: shall mean the total consideration, in any form, received by Licensee, its Affiliates or Sublicensees ( each, a ) as consideration for the sale, lease, provision or other disposition of Licensed Products in the Field to Th ird Parties ( ) throughout the Territory during each calendar quarter, less the following am ounts incurred, allowed, accrued, paid or otherwise specifically allocated to Licensed Products by Licensee or its A ffiliates or Sublicensees during such calendar quar ter with respect to sales of Licensed Products regardless of the calendar quarter in which such sales were made : ( 1 ) customary and reasonable trade discounts actual ly allowed after the initial sale, refunds, returns and recalls, rebates and chargebac ks for government and managed care contracts ; ( 2 ) when included in gross sales, customary and rea sonable freight, shipping, duties, and sales, V.A.T. and/or use taxes based on sales p rices, but not including taxes when assessed on inc ome derived from such sales ; and ( 3 ) a reasonable number of samples, provided that t he samples are given for no consideration ( cash or otherwise )