definiens: ) . shall mean the gross amount invoiced by [COMPANY] and its sublicensees and Affiliates for the sale or other disposition of the Licensed Products t o independent third parties less the following amounts : ( i ) discounts including cash discounts, discounts to managed care or similar organizations or government organizations, rebates paid, credited, accrued or actually taken, including government rebates such as Medicaid, and Medicare charge backs or rebates, and retroactive price reductions or allowances actually allowed or granted from the billed amount, and commercially reasonable and customary fees paid to distributors ; ( ii ) credits or allowances actua lly granted upon claims, rejections or returns of such sales of Licensed Products, including recalls, regardless of the party requesting the claim, rejection or return ; ( iii ) actual uncollectible accounts ; and ( iv ) charges for freight, handling and transpo rtation paid by the selling entity . shall mean Net Sales less fixed and variable manufacturing costs, inventory write -offs and destruction costs, warehousing and distribution costs, direct marketing expenses and market product support