definiens: means the total of the gross considerat ion received for Licensed Products made, used, leas ed, transferred, distributed, sold or otherwise dispose d of by Licensee, its Affiliates, and its Sublicensees, less the sum of the following actual and customary deduc tions, returns, credits, rebates or allowances actu ally paid or given, including without limitation, cash, trade, or quantity discounts ; sales, production, va lue added or use taxes impos ed upon particular sales ; chargeback payments and r ebates granted to managed healthcare organizations or to governments ; and import / export duties ; and transportation and in surance charges . In the event Licensee or any of its Affili ates or Sublicensees mak es a transfer of a Licensed Product to a third party for other than monetary co nsideration or for less than fair market value, suc h transfer shall be considered a sale hereunder to be calculated at a fair market value for accounting a nd royalty purposes