definiens: means, with respect to a given period of time, gross sales of Eligible Company Products by Parent, theSurviving Corporation, and their Affiliates in such period, less the following deductions which are actually incurred, allowed, paid, accrued or specifically allocated to such gross sales amounts of Eligible Company Products:(a ) credits or allowances actually granted for damaged Eligible Company Products, returns or rejections of EligibleCompany Products, price adjustments and billing errors;(b ) governmental and other rebates ( or equivalents thereof ) granted to managed health care organizations ; pharmacybenefit managers ( or equivalents thereof ) ; federal, state / provincial, local and other governments, their agencies and purchasersand reimbursers ; or to trade customers;(c ) normal and customary trade, cash and quantity discounts, allowances and credits;(d ) distribution services agreement fees allowed or paid to third - party distributors;(e ) transportation costs for which the Company is not reimbursed, including insurance, for outbound freight relatedto delivery of Eligible Company Products to the extent included in the gross amount invoiced;(f ) sales taxes, value added taxes and other taxes ( other than income ) applied to the sale of Eligible CompanyProducts to the extent included in the gross amount invoiced ; and(g ) any other items that reduce gross sales amounts as required by GAAP