definiens: : ( a ) means the gross amount invoiced by a Party or its Affiliate or a licensee or sublicensee for sales of Products to aThird Party ( other than a Third Party Partner or a licensee or sublicensee ) less, to the extent included within the grossamount invoiced to and paid by the customer, deductions for : ( i ) transportation, and customs clearance, duty charges andinsurance relating to such transportation ; ( ii ) sales and excise taxes, customs and any other governmental charges, all tothe extent imposed upon the sale of the Products and paid by the selling party ; ( iii ) distributors fees, rebates orallowances actually granted or allowed, including government and managed care rebates ; ( iv ) quantity discounts, cashdiscounts or chargebacks actually granted, allowed or incurred in the ordinary course of business in connection with thesale of the Products ; and ( v ) allowances or credits to customers, not in excess of the selling price of the Products, onaccount of governmental requirements, rejection, recalls or return of the Products