definiens: means, with respect to any Product, the gross amount invoiced by or on behalf of [COMPANY] or any [COMPANY] Affiliate, licensee or sublicensee for that Product sold to Third Parties other than licensees or sublicensees in bona fide, arms - length transactions, less the following deductions, determined in accordance with [COMPANY] ' standard accounting methods as generally and consistently applied by [COMPANY], to the extent included in the gross invoiced sales price of any Product or otherwise directly paid or incurred by [COMPANY], its Affiliates or distributors with respect to the sale of such Product : ( i ) normal and customary trade and quantity discounts actually allowed and properly taken directly with respect to sales of the Product ; ( ii ) amounts repaid or credited by reasons of defects, rejection recalls, returns, rebates and allowances of goods or because of retroactive price reductions specifically identifiable to the Product ; ( iii ) chargebacks and other amounts paid on sale or dispensing of such Product ; ( iv ) amounts payable resulting from governmental ( or agency thereof ) mandated rebate programs ; ( v ) Third - Party cash rebates and chargebacks related to sales of the Product, to the extent actually allowed ; ( vi ) tariffs, duties, excise, sales, value - added and other taxes ( other than taxes based on income ) ; ( vii ) retroactive price reductions that are actually allowed or granted ; ( viii ) cash discounts for timely payment ; ( ix ) delayed ship order credits ; ( x ) discounts pursuant to indigent patient programs and patient discount programs, including, without limitation, and coupon discounts ; ( xi ) all freight, postage and insurance included in the invoice price ; ( xii ) amounts repaid or credited for uncollectible amounts on previously sold products ; and ( xiii ) any other specifically identifiable amounts included in the Product 's gross invoice that should be credited for reasons substantially equivalent to those listed above ; 4 all as determined in accordance with N ovartis ' usual and customary accounting methods, which are in accordance with international accounting standards ( lAS ) as consistently applied at [COMPANY] . Any of the items set forth above that would otherwise be deducted from the invoice price in the calculation of Net Sales but which are separately charged to Third Parties shall not be deducted from the invoice price in the calculation of Net Sales . In the case of any sale for consideration other than cash, such as barter or countertrade, Net Sales shall be calculated on the fair market value of the consideration received as agreed by the Parties