definiens: shall mean the total gross amount invoiced for sales or otherdispositions of Licensed Products by or on behalf of Ocera and/or its Sublicensee(s ) to ThirdParty customers, after deducting, in accordance with GAAP, any ( a ) credits, allowances, samples, discounts and rebates to, and chargebacks from the account of, such Third Partycustomers ; ( b ) freight, postage, shipping and insurance costs ; ( c ) trade discounts, cash discounts, quantity discounts and rebates, including charge back payments, and rebates granted tomanaged care organizations, including, but not limited to, wholesalers and chain and pharmacybuying groups ; ( d ) retroactive price reductions ; ( e ) amounts payable resulting from governmental, regulatory or agency mandated rebate programs, ( f ) amounts repaid or credited for uncollectibleamounts on previously sold products ; ( g ) sales, value - added and other direct taxes incurreddirectly in connection with the sale of Licensed Products ; and ( h ) customs duties, custom brokercharges and other surcharges and governmental charges incurred in connection with theexportation or importation of Licensed Products, to the extent the same are actually charged andseparately itemised on the relevant invoice