definiens: means . with respect to any Product, the gross amount invoiced by [COMPANY] and [COMPANY] Related Parties on sales or other dispositions of such Product . and with respect to any Terminated Product . the gross amount invoiced by [COMPANY] and its Affiliates, licensees and sublicensees on sales or other dispositions of sllch Terminated Product, as applicable, to Third Parties, or otherwise directly or indirectly paid to or earned by [COMPANY] or an [COMPANY] Related Party with respect to the sale of such Product, or [COMPANY] and its Affiliates and sublicensees with respect to the sale of such Terminated Product, in each case less the following : ( a ) trade, cash and/or quantity discounts not already reflected in the amount invoiced, to the extent related to the gross amount invoiced ; ( b ) allowances and adjustments credited or payable, including credit for spoiled, damaged, outdated, recalled and returned Product or Terminated Product, to the extent related to the gross amoLlnt invoiced and substantiated by reasonable documentation ; ( c ) freight, insurance and other transportation charges incurred in shipping such Product or Terminated Product to Third PaI1ies, to the extent identified as such in the invoice to the Third PaI1y, to the extent included in the gross amount invoiced ; Cd ) amounts repaid or credited by reason of rejections, defects, recalls or returns or because of chargebacks, refunds, rebates ( including wholesaler inventory management fees, retroactive price reductions, commissions, discounts or billing errors, and any other allowances which effecti vely reduce the net selling price ) ; ( e ) all tariffs, duties, excises, sales taxes, or other taxes ( including value - added tax ) and custom duties imposed on such Product or Terminated Product, in each case to the extent invoiced to customers or otherwise included within gross amounts invoiced ; and ( f ) other similar and customary deductions which are in accordance with the applicable Accounting Standards