definiens: means the gross selling price of each Product in the Territory invoiced by [COMPANY] or its Affiliates toThird Parties, less the following deductions and offsets only, to the extent not already included in theManufacturing Costs, Replacement Product Costs, Inbound Delivery Costs, Distribution Expenses, Write - offs orSales and Marketing Costs and to the extent legally permitted : ( a ) credits, refunds, or allowances granted uponreturns, rejections or recalls, retroactive price reductions, billing corrections or other allowances ; ( b ) freight, shipping and insurance costs if included in the gross invoiced selling price ; ( c ) [ * * * ] ; 8 “ [ * * * ] = Certain confidential information contained in this document, marked by brackets, is filed with theSecurities and Exchange Commission pursuant to Rule 406 under the Securities Act of 1933, as amended ” ( d ) sales, excise and value - added taxes, tariffs, customs duties, other taxes and surcharges and other chargesby an Authority to the extent included in such selling price ; ( e ) [ * * * ] ; ( f ) [ * * * ] in connection with the sales of suchProducts, [ * * * ] together with any and [ * * * ] relating thereto ; and ( g ) distribution fees and sales commissions paid tonon - Affiliates of [COMPANY] ; all of such deductions and offsets to be calculated in accordance with standardallocation procedures, allowance methodologies and accounting requirements consistently applied, whichmethods shall be in accordance with GAAP, consistently applied