definiens: means, with respect to a particular time period, the total amounts invoiced by EOS, its Affiliatesand their respective sublicensees for sales of Products made during such time period to unaffiliated Third Parties, less the following deductions in each case to the extent reasonable and customary and actually allowed or incurredwith respect to such sales:(a ) discounts, including cash and quantity discounts ( including early payment discounts ), charge - backpayments, and rebates actually granted or administrative fees actually paid to : trade customers ; patients ( includingthose in the form of a coupon or voucher ) ; managed health care entities ; drug benefit managers ; group purchasingorganizations ; federal, state, or local government ( including those for governmental, regulatory or agency mandatedrebate programs ) ; the agencies, purchasers and reimbursers of managed health care entities ; and drug benefitmanagers;(b ) credits or allowances actually granted upon prompt payment or claims, damaged goods, rejections orreturns of such Product, including in connection with recalls;(c ) freight, postage, shipping, transportation and insurance charges, in each case actually allowed or paid fordelivery of Product, to the extent billed or recognized;(d ) taxes ( other than income taxes ), duties, tariffs or other governmental charges levied on the sale of suchProduct, including, without limitation, value - added and sales taxes ; 7.(e ) amounts actually paid to Third Party distributors solely in respect of the sale of Product;(f ) the actual amount of any write - offs for bad debt ; provided that an amount subsequently recovered andidentified with the invoice for which the amount had been written off will be thereafter treated as Net Sales . EOS willuse Commercially Reasonable Efforts to minimize bad debts ; and(g ) any other specifically identifiable amounts included in gross amounts invoiced for Products, to the extentsuch amounts are customary exclusions from net sales calculations in the pharmaceutical or biotechnology industriesin the applicable country or countries in the Licensed Territory for reasons substantially equivalent to those listedabove and are reasonable in amount relative to similar deductions taken by EOS or its applicable sublicensee incalculating net sales of their other products