definiens: means the total gross amount invoiced ( such amount, ) for all commercial sales ofLicensed Product to Third Parties in the Territory by Braeburn, its Affiliates or its or their sublicensees, less the followingdeductions actually allowed or reserved in accordance with GAAP ( collectively, ): ( a ) credits or allowances actually granted for damaged or spoiled Licensed Product, returns, Recalls orrejections of such Licensed Product, and retroactive price adjustments;(b ) normal and customary trade, cash and quantity discounts, allowances and credits for such LicensedProduct;(c ) sales, value added, excise or similar taxes paid or allowed, or other governmental charges imposed uponthe importation, use or sale of such Licensed Product in the Territory;(d ) fees paid to Third Party distributors and legally allowed chargebacks, rebates or similar payments tocustomers with respect to such Licensed Product, including managed health care organizations, wholesalers, distributors, buying groups, retailers, health care insurance carriers, pharmacy benefit management companies, health maintenanceorganizations or other institutions or health care organizations or to any Governmental Authority or Regulatory Authority, including, but not limited to any federal, state / provincial, local and other governments, their agencies and purchasers andreimbursers ; and 6(e ) special packaging costs, freight, postage, shipping and insurance charges related to delivery of suchLicensed Product