definiens: shall mean the amount received by Licen see for all Licensed Products sold by Licensee, its Affiliates or Sublicensees to Third Parties throughout the Territory during each calendar quarter, less the following amounts actually incurr ed or actually paid by Licensee or its Affiliates o r Sublicensees during such calendar quarter with resp ect to sales of Licensed Products regardless of the calendar quarter in which such sales were made : ( a ) normal a nd customary quantity and/or cash discounts and sal es returns and allowances, including, without limitati on, those granted on account of price adjustments, billing errors, rejected goods, damaged goods, returns, reb ates actually allowed and taken, administrative or other fees or reimbursements or similar payments to wholesaler s or other distributors, buying groups, or other in stitutions ; ( b ) sales commission fees paid to Third Parties ( ex cluding sales personnel, sales representatives and sales agents who are employees or consultants of the selling par ty ) ; ( c ) freight, postage, shipping, and insurance expenses ( if separately identified in such invoice and not paid by a Third Party customer ) ; ( d ) customs or excise d uties or other duties directly imposed and related to the sa les making up the gross invoice amount ; ( e ) any reb ates or similar payments made with respect to sales paid fo r by any governmental or regulatory authority such as, by way of illustration and not in limitation of the pa rties ’ rights hereunder, Federal or state Medicaid, Medicare or similar state program or equivalent foreign governm ental program ; ( f ) sales and other taxes and duties directly related to the sale, to the extent that such items are included in the gross invoice price ( but not in cluding taxes assessed against the income derived from such sale ) ; ( g ) fully loaded manufacturing costs, materials, labor, overhead and costs of distribution