definiens: means the gross invoiced sales price of the Product billed to independent Third Parties including, without limitation, distributors, less the following items as applicable to the Product to the extent such items arecustomary under industry practices and to the extent such amounts are included in the gross invoiced sales price:(a ) estimates of credits or allowances granted upon returns, rejections or recalls ( due to spoilage, damage, expirationof useful life or otherwise ), retroactive price reductions, billing corrections or allowances for bad debt ; ( b ) freight, shipping and insurance costs ; ( c ) estimates of quantity, cash and other trade discounts, credits or allowances;(d ) customs duties, taxes and surcharges and other governmental charges incurred in connection with theproduction, sale, transportation, delivery, use, exportation or importation of Products ; ( e ) estimates of amountsincurred for government mandated rebates and discount programs ; ( f ) estimates of Third Party rebates and chargebacks, hospital buying group / group purchasing organization administration fees or managed care organizationrebates ; and ( g ) distribution fees and sales commissions paid to Third Parties ; all calculations of deductions will bein accordance with standard allocation procedures, allowance methodologies and accounting methods consistentlyapplied in accordance with GAAP . The transfer of any Product by [COMPANY] or one of its Affiliates to anotherAffiliate of [COMPANY] shall not be considered a sale ; in such cases, Net Sales shall be determined based onthe gross invoiced sales price by the Affiliate to the independent Third Party, less the deductions allowed under thisSection 1(h )