definiens: means, with respect to the Generic Product, the a ggregate gross price of such Generic Products received by [COMPANY], its Affiliates or sub licensees from unaffiliated retailers, distributors or other customers, less the sum of the following items ( to the extent actually incurred or accrued and to the extent not already deducted in computing the total amount invo iced by [COMPANY] ), all of which must directly relate to the sale and distribution of such Generic Products and be de termined in accordance with GAAP applied in a manne r consistent with past practices of [COMPANY] : ( a ) retu rns, credits, rebates, discounts, allowances, promo tional payments, free goods, chargebacks and other price r eduction programs customary to the trade or require d by law, ( b ) sales, valued - added and other taxes imposed upo n and paid with respect to such sales ( excluding in come or franchise taxes of any kind ), ( c ) * * * and ( d ) custo ms duties, surcharges and other governmental charge s. Sales between or among [COMPANY] and its Affiliates shall n ot be included in Net Sales unless [COMPANY] or its A ffiliates are the end user of the Generic Products