definiens: . Net Sales means, with respect to a Lic ensed Product, the gross amount invoiced by PRESIDIO and/or its Affiliates, or by T hird Party sublicensees, as the case may be, in res pect of sales of such Licensed Product to unrelated Third P arties, in each case less the following deductions : ( a ) Trade, cash and/or quantity discounts actually allo we d and taken with respect to such sales ; ( b ) Discounts paid under discount prescription programs and reductions for coupon and voucher programs ; ( c ) Tariffs, duties, excises, sales taxes, value - added taxes and other taxes imposed upon and paid by PRESIDIO and/or one of its Affiliates, or by Third Party sublicensees, as the case may be, with respect to the use, sale or importation of the Lice nsed Product, to the extent that neither PRESIDIO n or any of its Affiliates is entitled to a rebate, refund or credi t for such amounts ; ( d ) Amounts repaid or credited by reason of rejections, defects, recalls or returns or because of chargebacks, refunds, rebates or retroac tive price reductions ; ( e ) Negotiated payments made to private sector and gove rnment third party payors ( e.g., PBMs, HMOs and PPOs ) and purchasers / providers ( e.g., staff model HMOs, hospitals and clinics ), regardl ess of the payment mechanism, including without limitation rebate, chargeback and credit mechanisms ; -5- Confidential material omitted and filed separately with the Commission