definiens: means the average price paid for a unit of Product by all customers in the United States during a given period of time bas ed on EyePoint ’s and its Affiliates ’ net Product re venue reported in its financial statements for such period divided by the total number of units of Product sold by Ey ePoint and its Affiliates to its distributors during the correspon ding period . Net product revenue will include deduc tions for ( a ) returns, credits, allowances, discounts and rebates ( including volume - based rebates ) to the account of such customers, ( b ) an allowance for bad debts, and ( c ) fees actually paid to distributors and specialty ph armacies for distribution of such Product, in each case of ( a ) t hrough ( c ), as determined in accordance with GAAP . For avoidance of doubt, any Product shipped by EyePoint or its Affiliates or distributors as samples are s pecifically excluded from this calculation