definiens: shall mean, with respect to a Product, the gross amounts billed by [COMPANY], itsAffiliates, or Licensees in respect of sales of such Product by [COMPANY] and its Affiliates or Licensees to unrelated Third Parties, ineach case less the following deductions : ( a ) Trade, cash, or quantity discounts ( including amounts incurred in connection with government mandatedrebate programs ) actually allowed and taken with respect to such sales ; ( b ) Tariffs, duties, excises, sales taxes or other taxes imposed upon and paid with respect to the production, sale, delivery, or use of the Product ( excluding national, state, or local taxes based on income ) ; ( c ) Amounts repaid or credited by reason of billing corrections, rejections, defects, recalls, or returns ( due tospoilage, damage, expiration of useful life or otherwise ) or because of chargebacks, refunds or retroactive price reductions andallowances for wastage replacement and bad debts ; ( d ) Portions of invoices sales amounts included in Net Sales in prior periods that are actually written off byIkaria, its Affiliates, or licenses as uncollectible ; and ( e ) Postage, freight, shipping, insurance, and other transportation related charges incurred in shipping a Productto Third Parties