definiens: shall mean, with respe ct to any Covered Product, the gross amount invoiced to Third Parties by [COMPANY], its Affiliates or its Sublicensees, as the case may be, for such Covered Product, commencing with the First Commercial Sale of such Covered Product, less deductions for : ( i ) reasonable and customary trade, quantity and/or cas h discounts actually granted ; ( ii ) reasonable and customary credits, refunds and allowances ( including, without limitation, cash, credit and free goods all owances ) actually allowed or given for chargebacks, retroactive price reductions, billing errors and rebates ( including, without limitation, government - mandated and managed healthcare negotiated rebates ) ; ( iii ) credits and refunds for Covered Product that is rejected, spoiled, damaged, outdated or returned ac tually allowed or given ; ( iv ) freight, postage, shipping insurance and other tran sportation costs actually incurred in transporting Covered Product to a Third Party ; and ( v ) taxes, tariffs, customs duties, surcharges and other gover nmental charges incurred in connection with the sale, exportation or importatio n of Covered Product