definiens: shall mean all amounts actually received by [COMPANY], its Affiliates or its Sublicensees from sales of a Royalty - Bearing Product by [COMPANY], its Affiliates and its Sublicensees, to Third Parties ( but not including sales relating to transactions between or among [COMPANY], its Affiliates and/or its Sublicensees ), less the following deductions to the extent specifically relating to sales of the Royalty - Bearing Product and provided that any such deduction shall be deducted only once : ( a ) Credits and allowances ( actually paid or allowed ) including, but not limited to, prompt payment and volume discounts, price reductions and rebates, reasonable service allowances and reasonable brokers ' or agents ' commissions, whether in cash or trade ; ( b ) Sales and other taxes, duties or other governmental charges based on sales prices when included in gross sales, as adjusted for rebates or refunds, but not including taxes when assessed on income derived from such sales ; ( c ) Credits or allowances given or provided for rejection or return of, and for uncollectable amounts on, previously sold Royalty - Bearing Products or for rebates or retroactive price reductions including, but not limited to, chargebacks from customers or wholesalers, other allowances granted to customers or wholesalers, or payments to government agencies ( including [COMPANY] Contract No . 200315899 - 002 US1DOCS 5777055v2 6 Medicare, Medicaid, government, commercial and similar types or rebates and chargebacks ), whether in cash or trade ; and ( d ) Charges for bad debt, freight, shipping, packing and insurance and other transportation charges incuned in shipping a Royalty - Bearing Product to Third Parties ; and ( e ) Credits or allowances ( actually paid or allowed ) for wastage replacement, whether in cash or trade