definiens: means the gross invoiced sales of Licensed Produc ts by Licensee and its Related Parties to Third Parties ( other than a Sublicensee ), less t he following deductions to the extent specifically relating to sales of such Licensed Products : ( a ) discounts ( including trade, quantity and cash d iscounts ) actually allowed, cash and non - cash coupons, retroactive price reductions, and charge - b ack payments and rebates granted to any non - Sublice nsee Third Party ( including to governmental entities or agencies, hospital buying groups, group purchasing organizations and other purchasers, reimbursers, cu stomers, distributors, wholesalers, and group purch asing and managed care organizations or entities ( and other s imilar entities and institutions ) ) ; ( b ) credits or allowances given, if any, including on account of price adjustments, recalls, claims, damaged goods, rejections or returns of items previ ously sold ( including Licensed Products returned in connection with recalls or withdrawals ) ; ( c ) amounts written off by reason of uncollectible debt provided such amounts do not reduce the calculation of Net Sales by more than [ * * * ], and pr ovided that if the debt later is paid, the correspo nding amount will be added to the Net Sales of the period during which it is paid ; ( d ) rebates ( or their equivalent ) granted and simil ar payments made, administrative fees, distribution fees and similar fees granted or paid by Licensee or its Related Parties ( including to go vernmental authorities, hospital buying groups, group purchasi ng organizations and other purchasers, reimbursers, customers, distributors, wholesalers, and managed c are organizations and entities ( and other similar e ntities and institutions ) ) ; ( e ) insurance, customs charges, freight, postage, s hipping, handling, and other transportation costs incurred by Licensee or any of its Related Parties in shipping Licensed Products to a non - Sublicensee Third Party and included in the invoiced price of such Li censed Products ; and ( f ) import taxes, export taxes, excise taxes ( inclu ding pharmaceutical excise taxes ( such as those imposed by the United States Patient Protection and Affordable Care Act of 2010 ( Pub . L. No . 111 - 48 ) a nd other comparable laws ) ), sales taxes, value - added taxes, consumption taxes, duties or other taxes directly r elated to such sales, to the extent that such taxes are inclu ded in the gross invoice price of the Licensed Prod uct and actually borne by Licensee or its Related Parties w ithout reimbursement from any Third Party, but excl uding income taxes and other taxes assessed against the i ncome derived from such sale, withholding taxes, ne t profit taxes and franchise taxes of any kind