definiens: means the gross amounts invoiced from the sale of [COMPANY] ’s Generic Product by [COMPANY] and its Affiliates to ind ependent Third Parties in an arms -length transaction, in each case after subtracting the following to the extent specifically and solely allocated to [COMPANY] ’s Generic Product and actually taken, paid, accrued, allowed, included or allocated in the gross sa les prices with respect to such sales ( and consistently applied as set forth below ): i. all normal and customary discounts of any type or nature ( such as retroactive price reductions, cash discounts, volume discounts, chargebacks, allowances, rebates, administrative fees, returns and credits given solely for [COMPANY] ’s Generic Product, excludin g commissions for commercialization ) ; ii . compulsory payments and cash rebates solely related to the sales of [COMPANY] ’s Generic Product paid to a government authority ( or agent thereof ) pursuant to governmental regulations by reason of any national or local health insurance program or similar program ( such as Medicaid and Supplemental State Program rebates, and Medicare Part D Coverage Gap rebates ), to the extent allowed and taken ; and iii . one and one -half percent ( 1.5 % ) of the [COMPANY] gross [COMPANY] Generic Product revenues on a quarterly basis to account for freight, shipping and insurance costs incurred in shipping [COMPANY] ’s Generic Product, and excise taxes, use taxes, sales taxes and custom duties and/or government charges imposed on the sales of [COMPANY] ’s Generic Product