definiens: shall mean revenues received by VIV ENTIA or its Affiliates as follows : the invoice price of Licensed Products sold by VIVENTIA or its marketing partner(s ) to third parties, less, to the extent included in such invoice price the total of : ( 1 ) or dinary and customary trade discounts actually allow ed ; ( 2 ) credits, rebates and returns ( including, but not li mited to, wholesaler and retailer returns ) ; ( 3 ) fre ight, postage, insurance and duties paid for and separately identi fied on the invoice or other documentation maintain ed in the ordinary course of business, and ( 4 ) excise taxes, other consumption taxes, customs duties and compuls ory payments to governmental authorities actually paid and separately identified on the invoice or other documentation maintained in the ordinary course of business . Net Sales shall also include the fair market value of all other consideration received by VIVENTIA or its marketing partner(s ) in respect of Licensed Products, whether such consideration is in cash, payment in kind, exchange or another form, but shal l not include any payments received for reimburseme nt of research expenses, including but not limited to the conduct of clinical trials, or for the purchase of debt or equity of VIVENTIA . In the case of pharmacy incentive prog rams, hospital performance incentive program chargebacks and/or similar programs or discounts on of products, VIVENTIA may, with notice t o XOMA, discount the bona fide list price of a Licens ed Product by the average percentage discount of al l VIVENTIA products in a particular calcula ted as follows : Average percentage discount on a particular = A X 100 B where A equals the total discounted price of a part icular of products, and B equals the sum o f the undiscounted bona fide list prices of each unit of every product in such VIVENTIA shall prov ide XOMA documentation, reasonably acceptable to XOMA, establishing such average discount with respect to each If a Licensed Product is not sold se parately and no bona fide list price exists for suc h Licensed Product, the parties shall negotiate in good faith an imputed bona fide list price for such Licensed P roduct