definiens: means the gross amount invoiced or otherwise charge d by Seelos and its Sublicensees to Third Parties for the sale of a Licensed Product, on a Licensed Product - by - Licensed Product basis, less : ( a ) Trade, quantity and cash discounts ; ( b ) Discounts, refunds, rebates, chargebacks, retroactive price adjustments, and any other allowances given and taken which effectively reduce the net selling price ( other than such which have already diminished the gross amount invoiced ), including, without limitation, Medicaid rebates and institutional rebates ; ( b ) Product returns and allowances ; ( c ) Administrative fees paid to group purchasing o rganizations ( e.g., Medicare ) and government - mandated rebates ; ( d ) Shipping, handling, freight, postage, insurance and transportation charges, but all only to the extent included as a separate line item or otherwis e separately identified in the gross amount invoiced ; ( e ) Any tax, tariff or duties imposed on the production, sale, delivery or use of the Licensed P roduct, including, without limitation, sales, use, excise o r value added taxes and customs and duties, but all only to the extent included as a separate line item or otherwise separately identified ( e.g., ) in the gross amount invoiced ; and 7 ( f ) Bad debt actually written off during the accoun ting period ( provided, that any bad debt write - off so taken which is later reversed shall be added back to Net Sales in the accounting period in which the reversal occurs )