definiens: shall mean the gross invoice p rice of Licensed Product sold by [COMPANY], its Affiliates or sublicensees ( which term does not include distributors ) to the first independent thi rd party after deducting, if not previously deducted, from the amount i nvoiced : ( a ) trade, cash and quantity discount s ; 4 ( b ) credits and allowances on acco unt of returned or rejected products ; ( c ) rebates, chargebacks and other amounts paid on sale or dispensing of Licensed Product ; ( d ) retroactive price reductions ; ( e ) with regard to sales in the Uni ted States, a fixed amount equal to five percent ( 5 % ) of the amount invoiced to cover bad debt, sales or excise taxes, t ransportation and insurance charges ; and with regard to sales outside the United States, a fixed amount equal to ten percent ( 10 % ) of the amount invoiced to cover the above and additio nal special transportation, custom duties, and other governme ntal charges ; and ( f ) the inventory cost of devices o r delivery systems used for dispensing or administering Licensed Product, special packaging of Licensed Produc t and diluents or similar exogenous materials which accomp any Licensed Product as it is sold