definiens: means any bona fide transaction for which consideration is received Qf expected by Company Qr its Affiliate or sublicensee for the sale, use, lease, transfer or other disposition of a Licensed Product to a third party . A Sale is deemed completed at the time that Company or its Affiliate or sublicensee invoices ; ships or receives payment for a Licensed Product, whichever occurs first . The term means each three­month period beginning on January I, April 1, July I and October l. The term means the consideration received or expected from . or the fair market value attributable to, each Sale, less Qualifying Costs that are directly attributable to a Sale, speeifically identified on an invoice or other documentation and actually borne by Company or its Affiliates or sublicensees . For purposes of detennining Net Sales, the words " fair market valueH mean the cash consideration that Company or its Affiliates or sublicensees would realize from an unrelated buyer in an arms length sale of an identical item sold in the same quantity and at the time and place of the transaction . The term means : ( a ) returned goods;(b ) trade and quantity discounts ; ( c ) rebates ; ( d ) payments in respect of any governmental subsidized program ; ( e ) reimbursement or similar payments given to wholesalers or other distributors, buying groups, healthcare insurance carriers or other institutions ; ( I ) sales or other taxes actually paid by Company or its sub ~ licensees ; not including taxes assessed on the income resulting from such sales ; and ( g ) freight allowances, insurance and customs duties to the extent any of the foregoing are identified on the invoice for the Licensed Product