definiens: shall mean, with respect to each given country, the gross amount invoiced for sales of Products by or on behalf of a Party, its Affiliates or Sublicensees to any Third Party ( whether an end - user, a distributor or otherwise ), exclusive of inter - company transfers or sales to or from Affiliates or Sublicensees, less the following deductions from such gross amounts only to the extent reasonable and customary, and which are actually incurred and included in gross amounts invoiced : ( a ) credits or allowances actually granted for damaged products, returns or rejections of product and retroactive price reductions ; ( b ) ( c ) when included in billing ; freight, postage, shipping, customs, duties and insurance charges ; sales, value added or similar taxes measured by the billing amount, ( d ) charge back payments and rebates granted to managed health care organizations or to federal, state and local governments, their agencies, and purchasers and reimbursers or to trade customers ; ( e ) commissions paid to Third Parties other than sales personnel and sales representatives or sales agents by such Party, its Affiliates or Sublicensees ; and ( 1 ) rebates ( or equivalents thereof ) granted to or charged by national, state or local government authorities in countries other than the United States and actually paid by such Party, its Affiliates or Sublicensees in accordance with the applicable laws, regulations or rules of such countries