definiens: means the amount received for the sale of a particular Licensed Product to a Third Party ( other than a Licensee Entity ) by Licen see or any of its Affiliates, Sublicensees or Funct ional Sublicensees for consideration, reduced by the foll owing amounts to the extent such items are customar y under industry practices and to the extent such amounts a re included in the gross sales price, all as calcul ated in accordance with Accounting Standards, consistently applied : ( a)discounts ( including trade, quantity and cash di scounts ) actually allowed, cash and non - cash coupons, retroactive price reductions, and charge - b ack payments and rebates granted to any Third Party ( including to governmental authorities, purchasers, reimburser s, customers, distributors, wholesalers, and group purchasing and managed care organizations or entities ( and oth er similar entities and institutions ) ) ; ( b)credits or allowances, if any, on account of pri ce adjustments, recalls, claims, damaged goods, rejections or returns of items previously sold ( inc luding Licensed Product returned in connection with recalls or withdrawals ) and amounts written off by reason of u ncollectible debt ; provided that, if the debt is th ereafter paid, the corresponding amount shall be added to the Net Sales of the period during which it is paid ; 8 ( c)rebates ( or their equivalent ), chargebacks and r etroactive price adjustments and any other similar allowances granted by a Licensee Entity ( in cluding to governmental authorities, purchasers, re imbursers, customers, distributors, wholesalers, and group pur chasing and managed care organizations and entities ( and other equivalent entities and institutions ) ) which effect ively reduce the selling price or gross sales of th e Licensed Product ; ( d)insurance, customs charges, freight, postage, sh ipping, handling, and other transportation costs incurred by a Licensee Entity in shipping Lic ensed Product to a Third Party ; and ( e)to the extent separately stated on purchase orde rs, invoices or other documents of sale, any sales or use tax, value added tax, goods and servic es tax, or similar tax, levied directly on the sale of a Licensed Product, that are paid to the taxing authority by o r on behalf of a Licensee Entity, but excluding any taxes paid on the income from such sales