definiens: means the total of the gross invoice pr ices of Licensed Products sold or leased by LICENSE E or its Sublicensee or Affiliate, or any combination th ereof, less the sum of the following actual and cus tomary deductions where applicable and separately listed ( consistently applied in accordance with GAAP ): [ * * * ] discounts or rebates, [ * * * ], credits and chargeback s ( as allowed under applicable law ) ; sales tax, use tax, tariff, import / export duties, value - added tax ( but only to the extent of amounts actually incurred and not refundable, reimbursable or creditable ) or other ex cise taxes imposed on particular sales or other governmental charges in connection with Licensed Pr oducts ( except for income taxes imposed on the sale s of Licensed Product in foreign countries ) ; [ * * * ] ; a nd credits to customers because of rejections, reca lls or returns . For purposes of calculating Net Sales, tra nsfers among LICENSEE and its Sublicensees and Affiliates of Licensed Product shall not be treated as Net Sales ; provided that the subsequent resales of such Licensed Product by LICENSEE, its Sublicensee or Af filiate to a third party shall be treated as Net Sa les