definiens: means the following, determined in accordance with AccountingStandards with respect to sales of applicable Products : ( a ) trade, cash and quantity discounts or rebates on such Products(including government required discounts and allowances ( such as, for example and without limitation, Medicaid rebates),institutional rebates, chargebacks, retroactive price adjustments ), inventory management fees paid to Third Parties, andwholesaler ’s fees, and other reductions, concessions and allowances that effectively reduce the selling price ( provided suchother reductions, concessions and allowances are actually booked as a reduction in selling price in accordance with applicableAccounting Standards and consistent with the manner such items are deducted from gross sales to arrive at net sales when suchnet sales are publicly reported ), in each case that are actually granted or incurred and which are included in the32 determination of Gross Sales ; ( b ) credits, refunds or allowances given or made for rejection or return of ( including withdrawalsand recalls ), and for uncollected amounts on, previously sold Products or for damaged Products or for price adjustments, billing errors and retroactive price reductions ( including Medicare and similar types of government mandated rebates andchargebacks ) ; ( c ) sales and value added taxes, duties, tariffs and other taxes or other governmental charges ( but excludingincome tax ) levied on or measured by the billing amount for such Products that are non refundable ; and ( d ) charges for freight, shipping, handling and insurance directly related to the shipment or return of such Products and not otherwise paid for by thecustomer outside of the invoiced amount . In addition, the reported Reserve for Sales Returns and Allowances shall include aperiodic adjustment of the foregoing to reflect amounts actually incurred for items ( a ), ( b ), ( c ), and ( d ), above . The Reserve forSales Returns and Allowances, and any adjustments as described in the preceding sentence, shall be reviewed by the JPT . Forclarity, amounts within the Reserve for Sales Returns and Allowances shall be excluded from, Distribution Costs, MarketingCosts, Sales Costs and Operating Expenses