definiens: means the aggregate gross amount invoiced by Verte x or its Affiliates or Sublicensees, on all sales or transfers for conside ration of a Licensed Product or a Combination Produ ct ( subject in the case of a Combination Product to the last pa ragraph of this definition ) in the Territory to a T hird Party, less the following deductions, as determined in acc ordance with GAAP : ( a ) [ * * * ] ; ( b ) trade, quantity and cash discounts and any other adjustments, including those granted on account of price adjustments, billing er rors, rejected goods, damaged goods, returns, recal ls, rebates, chargeback rebates, reasonable fees, reimbursements or similar payments granted or given to wholesaler s or other distributors, buying groups, health care insu rance carriers, managed care entities or other inst itutions, including any government - mandated rebates ; ( c ) freight, packing, handling, shipping, postage and insurance charges ; ( d ) customs or excise taxes, including imp ort duties, sales tax and other taxes ( except income taxes ) or duties relating to importa tion, use or sales of Licensed Product or Combinati on Product ; and ( e ) distribution, packing, handling and tr ansportation charges for such Licensed Product or Combination Product