definiens: means gross revenues received by [COMPANY] and its Affiliates on theworldwide sale of the Products, less ( i ) trade discounts actually allowed ; and ( ii ) when borne by [COMPANY] or its Affiliates inconnection with the sale, transportation and handling charges ; sales, use and excise taxes ; import duties, tariffs or othergovernmental charges ; and credits for claim or allowances, retroactive price reductions, refunds, returns, and recalls . Thereshall not be any imputed gross revenue for samples, free goods or other marketing programs whereby the Products are givenaway to induce sales thereof . For purposes of determining Cumulative Net Sales, a sale shall be deemed to have occurred whenthe sale is invoiced or when the applicable Product is delivered, whichever occurs first . In the case of the transfer or sale of theProducts by [COMPANY] to an Affiliate, or by [COMPANY] or its Affiliate to their respective distributor, or subdistributor for sale bysuch Affiliate, distributor or subdistributor, Cumulative Net Sales shall be based upon the greater of the total invoice pricecharged by [COMPANY] to such Affiliate, distributor, subdistributor or the total invoice price charged by such Affiliate, distributoror subdistributor to its customers . Cumulative Net Sales for countries outside the U.S. shall be calculated by converting to U.S