definiens: means the gross amount billed or invoiced to inde pendent Third Party customers ( including taxes ) for sales of Products on an SKU b asis ( ), less reasonable and customary deductions, consistent with Distributor ’s financial reporting practices, for ( a ) quantity, t rade or cash discounts or allowances ( including customer rebates ) actually allowed and taken, ( b ) amounts accrued b y reason of rejections or returns of goods and government ma ndated rebates, or because of chargebacks or Retroa ctive Price Reductions and ( c ) taxes charged to the custo mer and itemized on the invoice and directly relate d to the sale of Products, all determined in accordance with United States generally accepted accounting princi ples consistently applied . Products shall be considered sold by Distributor as of the date of the earliest to occur of shipment ( if title passes to the customer at the ti me of shipment ), delivery, billing or payment . Net Sales are subject to adjustment in accordance with the provis ions of Section 2.7