definiens: shall mean the gross revenue received by Company, its Aﬃliates or their respective sublicensees, as appropriate, for Sales ofLicensed Products to Third Parties during a relevant period of time ; subject to the following deductions to the extent actually allowed or incurredwith respect to such sales ( a ) sales, use, occupation or excise tax directly imposed and with reference to particular sales and other applicable taxesthat are not reimbursable, refundable, or creditable to Company, ( b ) customs, duties or other governmental charges directly imposed and actuallypaid and with reference to particular sales, ( c ) prepaid or allowed freight ( to the extent itemized and included in the amount billed the Third Partycustomer ), postage, duty or insurance included therein, ( d ) returns, discounts, rebates, and discounts actually allowed, refunds, credits orrepayments due to rejections, defects or returns, and net of amounts previously included in Net Sales that were written - oﬀ during such period asnon - collectible ( each not to exceed the original billing or invoice amount ), and ( e ) normal and customary trade, quantity and cash discounts . Nodeductions shall be made for commissions paid to individuals whether they are with independent sales agencies or regularly employed byCompany and on its payroll, or for cost of collections . If the Licensed Product is commercially Sold or leased to any Person, or provided byCompany, its Aﬃliates or their respective sublicensees to and used by any Person, in each case, for a consideration other than money, Net Salesshall be the gross selling price of comparable Licensed Products sold in arm ’s length transactions by Company or, if no sales or leases ofcomparable Licensed Products have been made, then the fair market value thereof shall apply, except that this latter provision shall apply only tocommercial use and shall not apply to Licensed Products transferred, conveyed or otherwise used by Third Parties for research and / ordevelopment performed on behalf of or for Company . For transfers of Licensed Products by Company to Aﬃliates solely for subsequent Sale by theAﬃliates, Net Sales of such Licensed Products shall be determined when such Licensed Product is Sold by such Aﬃliate . Sales of LicensedProducts to Third Party distributors or others that are not the Company or its Aﬃliates shall be determined when such Licensed Product is Sold tosuch Third Party distributor or other Third Party . Net Sales calculations performed pursuant to this definition shall be in accordance with GAAP