definiens: means, w ith respect to any Product, the aggregate gross amount invoiced by or on behalf of FivePrime or any sublicensee for sales of such Product to independent, unrelated Third Parties in bona fide arms ’ length transactions, less deductions for : ( a ) the c osts paid to a Third Party for packing, transportation, importation, postage, shipping and handling charges, and other charges, such as insurance and customs duties, relating thereto, in each case to the extent actually incurred ; ( b ) any sales, exc ise or value added taxes imposed on or charged to the selling party and any other charges imposed by a Governmental Authority upon the sale of such Product and actually paid ; ( c ) trade, quantity, prompt settlement or similar discounts ( including ch argebacks and allowances ) actually granted, allowed or incurred in connection with the sale of the such Product ; * * * INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED . ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED