definiens: shall mean, for any period : ( a ) the gross amount invoiced by Licensee and its Affiliates orSublicensees for the sale of a Licensed Product in an arm ’s length transaction exclusively for money ( the ), after deduction of allowances for normal trade, cash and other quantity discounts, government or commercial rebates, wholesaler fees, chargebacks and any credits actually given by Licensee for returned or defective products, all as determinedin accordance with GAAP, and excluding or making proper deductions for any costs of packing, insurance, freight and VATor other sales - related tax and, in the case of export orders, any import duties or similar applicable governmental levies orexport insurance costs expressly subject in all cases to the same being separately charged on customer invoices or ( b ) in anysale or other disposal of a Licensed Product otherwise than in an arm ’s length transaction exclusively for money, the fairmarket value ( if higher ) in the relevant country of disposal