definiens: shall mean the gross amounts invoiced by Licensee, its Affiliates, its Sublicensees, or any of them, on all sales of Licensed Products, less the following items, as applicable to such Licensed Products:(a ) discounts, rebates and retroactive price reductions actually allowed or granted;(b ) credits or allowances actually granted upon claims regarding non - conforming product, rejections or returns ofsuch sales of Licensed Products, including recalls;(c ) transportation charges, including handling charges and insurance premium relating thereto;(d ) government - mandated and other government sponsored or initiated rebates ( such as those in respect of any stateor federal Medicare, Medicaid or similar programs);(e ) charge backs, including those granted to managed care entities;(f ) sales, use, excise, value added or other direct taxes imposed on the sale of Licensed Products ( but excluding whatare commonly known as income or gross receipt taxes ), and customs duties, tariffs and other similar governmentalcharges imposed on the import or export of Licensed Products for sale;provided, however, in each of the cases identified in sub - clauses ( a ) - ( f ) above, that ( 1 ) such deducted amounts are either(i ) included as line items in the invoice, or ( ii ) otherwise documented as being specifically attributable to actual sales ofLicensed Products in accordance with U.S. Generally Accepted Accounting Standards ( ) or International FinancingReporting Standards ( ), as applicable, consistently applied throughout the organization of the selling party, and suchamounts are included in the Royalty Reports ( as defined in Section 6.3 ) that Licensee sends to TSRI pursuant to Section 6.3;and ( 2 ) if Licensee or other selling party receives refunds or reimbursements of any amounts deducted as set forth herein, thensuch refunded or reimbursed amounts shall be considered Net Sales in the applicable reporting period in which such refundedor reimbursed amounts are received ; and(g ) a reasonable allowance for bad debts directly relating to sales of Licensed Products and which have been writtenoff as bad debts by Licensee or other selling party, taken in accordance with GAAP or IFRS, as applicable, consistentlyapplied throughout the organization of the selling party, provided that such allowance shall not exceed [ * ] of grossinvoiced amounts for the applicable Royalty Report period . Licensee and its Affiliates agree to use CommerciallyReasonable Efforts to collect and enforce such bad debts from the debtors, and all Sublicensees shall agree to do the same