definiens: shall mean the gross amounts invoiced by DSP and it s Affiliates and sublicensees for sales or other dispositions of the Product to Third Parti es that are not Affiliates or sublicensees in the F ield in the Territory, in bona fide, arms - length transactions l ess the following items, as allocable to such Produ cts ( if not previously deducted from the amount invoiced ): ( i ) trade, cash or quantity discounts, credits or allow ances actually allowed ( provided that such discounts are applied i n a normal and customary manner with respect to oth er similarly situated products of the selling party, and not in a manner which is unreasonably disproportionate to one or more Products when compared to other products of the sel ling party ) ; ( ii ) charge back payments, administrat i ve fees, price reductions, rebates allowed or granted, or ot her forms of consideration to managed care organiza tions, government agencies or trade customers, including w holesalers and chain and pharmacy buying groups ( pr ovided that such discounts are applied in a normal and cus tomary manner with respect to other similarly situa ted products of the selling party, and not in a manner which is unreasonably disproportionate to one or more Produc ts when compared to other products of the selling party ) ; ( iii ) credits actually allowed for claims, allowance s for damaged goods, retroactive price reductions or returned goo ds ; ( iv ) prepaid freight, postage, shipping, custom s duties and insurance charges ; and ( v ) sales taxes, value added taxes, duties and other governmental charges . Such amounts shall be determined in accordance with Japanese GAA P, consistently applied, or GAAP in effect in a cou ntry in the Territory, as permitted by DSP . Any of the item s set forth above that would otherwise be deducted from the invoice price in the calculation of Net Sales but w hich are separately charged to Third Parties shall not be deducted from the invoice price in the calculation of Net Sa les . Further, in the case of any sale or other disp osal other than in an arm ’s length transaction exclusively for cash, such as barter or counter - trade, of any Product, or part thereof, Net Sales shall be determined by referencing Net Sa les at which substantially similar quantities of th e Product are sold in an arm ’s length transaction for cash . Final ly, financial compensation, if any, received by DSP from a subsequent resale of the Product by a third party r eseller, if any, shall be included in the calculati on of Net Sales