definiens: shall mean the total amount of invoiced sales of the Product in the Territory by or on behalf of Chiesi or its Affiliat es or Sub - distributors to Third Parties ( including wholesalers, hospitals, end users and others ), in bona fide arm ’ s length transactions, less the following deduction s, in each case related specifically to the Product and custom ary in the trade and actually allowed and taken by such Third Parties and not otherwise recovered by or reimburse d to Chiesi : ( a ) cash discounts ; ( b ) taxes on sales ( such as sales or use taxes ) to the extent added to the sale price and set forth separately as such in the tota l amount invoiced ; ( c ) freight and insurance to the extent a dded to the sale price and set forth separately as such in the total amount invoiced ; ( d ) amounts repaid or credit ed by reason of rejections, defects, recalls, expir ations, or returns ; and ( e ) any governmental mandated charge b acks, rebates, and discounts . No deductions shall b e made for ( x ) commissions paid to individuals, whether th ey are with independent sales agencies or regularly employed by Chiesi or any of its Affiliates, and on its payr oll, ( y ) the cost of collections, and ( z ) any adver tising and promotional expenses