definiens: shall mean the amount of gross sales of the Product or Memory Product, as the case may be, invoiced by Memory, its Affiliates and its sub - licensees to independent third parties ( which are, e.g., distributors, pharmacies, etc . ) less deductions of 1144262 v8 4 CONFIDENTIAL TREATMENT IS REQUESTED FOR INFORMATION IN BOLD AND BRACKETS returns ( including allowances actually given for spoiled, damaged, out - dated, rejected, returned Product or Memory Product sold, withdrawals and recalls ), rebates to the extent consistently applied by Memory to its products ( price reductions, rebates to social and welfare systems, charge backs, cash sales incentives ( but only to the extent it is a sales related deduction which is accounted for within Memory on a product - by - product basis ) ), government mandated rebates and similar types of rebates ( e.g., P.P.R.S, Medicaid, each as consistently applied by Memory to its products ), volume ( quantity ) discounts, each as consistently applied by Memory to its products, taxes ( value added or sales taxes, government mandated exceptional taxes and other taxes directly linked to the gross sales amount ), it being understood that income and capital gains taxes are not the type of taxes contemplated as a deduction in this definition of Net Sales