definiens: shall mean the gross amount invoiced by a Party, its Affiliates and sublicensees for all sales of aRoyalty Bearing Products to Third Parties during a relevant period, less the following items arising duringthe same relevant period regardless as to whether they are related to the same sales : ( i ) discounts, includingcash and quantity discounts and adjustments arising from consumer discount programs actually paid, granted or accrued and required distribution commissions / fees granted or given to wholesalers or otherdistributors, all of the foregoing to the extent reasonable and customary, ( ii ) amounts for credits, rebates orallowances for price adjustments including chargeback payments and rebates or fees granted or given tobuying groups, healthcare insurance carriers, managed healthcare organizations or to federal, state, or localgovernments ( or their respective agencies, purchasers, and reimbursers ) or to trade customers, billing errors, damaged or defective goods, rejections or returns of Royalty Bearing Products not replaced, includingrecalls or withdrawals of a Royalty Bearing Product where such amounts in any period are good faithestimates that reflect the position in previous periods, if any, and will be the same amounts used for thepurposes of the audited amounts of that Party, its Affiliates and sublicensees ( iii ) freight, postage, shippingand 13 insurance charges actually allowed or paid for delivery of Royalty Bearing Products, to the extent actuallybilled, and ( iv ) taxes, duties, or other governmental charges ( other than income taxes ) actually levied on, orotherwise imposed on sales of Royalty Bearing Products