definiens: means, wilh respect to any Licensed Product, the gross revenues received from the sale of Licensed Products by A V ANT and its Affiliates for bonafide sales of such Licensed Product to a Third Party ( other than Sublicensees and AVANT 's Affiliates but including distributors for resale ), less discounts ( including cash, quantity and patient program discounts ), retroactive price reductions, charge - back payments and rebates granted to managed health care organizations or 10 federal, state and local governme nts, their agencies, and purchasers and reimbursers or to trade customers ; credits or allowances actually granted upon claims, damaged goods or rejections of such Licensed Product, freight Ollt, postage, shipping and insurance charges for delivery of such Licensed Product ; and sales and/or use taxes actually paid, including value - added taxes, or other governmental charges otherwise imposed upon the billed amount, as adjusted for rebates and refunds, to the extent not paid by the Third Party, import andlor export duties actually paid, outbound transportatio n prepaid or allowed, and amounts allowed or credited due to returns, including such Licensed Product returned in connection with recalls or withdrawals ( not to exceed the original billing or invoice amount ) . Net Sales shall not include any payments among A VANT . its Affiliates and Sublicensees