definiens: means, on a country - by - country basis, the gross revenues invoiced by Licensee, itsAffiliates and Sublicensees in connection with the sale, lease or other transfer for value of Product in a bona fidearm’s - length transaction with unaffiliated Third Parties ; less the following items to the extent actually incurred oraccrued in accordance with the Accounting Standards and to the extent not already deducted in the amountinvoiced : ( a ) trade and quantity and/or cash discounts actually allowed or taken ; ( b ) governmental customs, duties, sales, withholding and similar taxes ( including, for the avoidance of doubt value added or import / exporttaxes, sales taxes and excise taxes but excluding taxes based on income ), if any, imposed on the Product, tothe extent directly related to such sale ; ( c ) amounts actually allowed or credited by reason of rejections, return ofgoods ( including as a result of recalls ), any retroactive price reductions or allowances specifically identifiable asrelating to the Product ( including those resulting from inventory management or similar agreements withwholesalers ) ; ( d ) amounts incurred resulting from government - mandated rebate programs, including programsmandated by any agency thereof ; ( e ) rebates actually given to a Third Party specifically for Product ; ( f ) freight, postage, shipping and applicable insurance charges, to the extent same are separately itemized in the invoiceprice and charged to the buyer ; ( g ) patient discount programs, administrative fees and chargebacks or similarprice concessions related to the sale of the Product ; and ( h ) [ * * * ]