definiens: with respect to a product shall mean the gross amount invoiced by or on behalf of a Party or its Affiliates, licensees or sublicensees for such product sold to Third Parties other than licensees or sublicensees in bona fide, arm’s - length transactions, less the following deductions, determined in accordance with such Party ’s standard accountingmethods as generally and consistently applied by such Party, to the extent included in the gross invoiced sales price ofthe product or otherwise directly paid or incurred by such Party, its Affiliates, licensees or sublicensees acting on itsbehalf with respect to the sale of such product : ( i)normal and customary trade and quantity discounts actually allowed and properly taken directly withrespect to sales of the product ; ( ii)amounts repaid or credited by reasons of defects, recalls, returns, rebates and allowances of goods orbecause of retroactive price reductions specifically identifiable to the product ; ( iii)chargebacks, rebates ( or the equivalent thereof ) and other amounts paid on sale or dispensing of theproduct ; ( iv)rebates ( or the equivalent thereof ) and administrative fees paid to medical healthcare organizations, togroup purchasing organizations or to trade customers in line with approved contract terms or othernormal and customary understandings and arrangements ; ( v)amounts payable resulting from governmental ( or agency thereof ) mandated rebate programs orchargeback programs ; ( vi)tariffs, duties, excise, sales, value - added and other taxes ( other than taxes based on income ) and chargesof Governmental Authorities ; ( vii)cash discounts for timely payment ; ( viii)rebates paid to wholesalers for inventory management programs ; 8 ( ix)amounts repaid or credited or provisions made for uncollectible amounts on previously sold products;and ( x)required distribution commissions / fees ( such as fees related to services provided pursuant todistribution service agreements with major wholesalers ) payable to any Third Party providingdistribution services to such Party so long as such commissions / fees are consistent with the distributioncommissions / fees payable in respect to other branded Rx Products commercialized by ENDO;all as determined in accordance with such Party ’s usual and customary accounting methods, which shall be inaccordance with the Accounting Standards . Sales from a Party to its Affiliates, licensees or sublicensees shall bedisregarded for purposes of calculating Net Sales . Any of the items set forth above that would otherwise be deductedfrom the invoice price in the calculation of Net Sales but which are charged to Third Parties shall not be deducted fromthe invoice price in the calculation of Net Sales