definiens: means with respect to a Product, gross receipts from sales by [COMPANY] and its Affiliates and Sublicensees of suchProduct to Third Parties in the Territory, less in each case ( a ) bad debts and ( b ) sales returns and allowances actually paid, granted oraccrued, including trade, quantity and cash discounts and any other adjustments, including those granted on account of price adjustments, billing errors, rejected goods, damaged or defective goods, recalls, returns, rebates, chargeback rebates, reimbursements or similarpayments granted or given to wholesalers or other distributors, buying groups, health care insurance carriers, chain pharmacies, massmerchandisers, staff model HMO ’s, pharmacy benefit managers or other institutions, adjustments arising from consumer discount programsor other similar programs, customs or excise duties, sales tax, consumption tax, value added tax, and other taxes ( except income taxes ) orduties relating to sales, any payment in respect of sales to the United States government, any state government or any foreign government, or to any other Governmental Authority, or with respect to any government - subsidized program or managed care organization, and freight andinsurance ( to the extent that [COMPANY], its Affiliates or its Sublicensees bear the cost of freight and insurance for the Product )