definiens: means the aggregate gross revenues, whether in cash or in kind, conesponding to the price actually invoiced for the sale or other transfer of Finished Products by [COMPANY], and/or by an Affiliate and/or by a Designee of [COMPANY] to one or more Third Parties, less Five Percent ( 5 % ) to cover the following ; ( a ) credits or allowances, if any, actually granted on account of price adjustments, recalls, rejection, or return of items previously sold, ( b ) excise and sales taxes, or duties, imposed on and paid by [COMPANY] or by an Affiliate or Designee of [COMPANY] with respect to such sales ( excluding income or franchise taxes of any kind ), and ( c ) outer packing, freight and freight insurance .costs . If [COMPANY] or any of its Affiliates or Designees receive non - cash consideration for any Finished Product sold or 2 otherwise transferred to a Third Party, the fair market value of such non­cash consideration on the date of such transfer as known to [COMPANY], or as reasonably estimated by [COMPANY] if unknown, shall be included in the definition of Net Sales . Net Sales shall not include Firiished Products . provided for bona fide clinical trial, evaluation, research or development purposes