definiens: means the gross invoice price of Licensed Productssold or commercially disposed of for value by B&L or an Affiliate or sublicenseeof B&L in an arm 's length transaction with a third party ( other than anAffiliate or sublicensee of B&L ), less the following : 3 < PAGE > ( a ) discounts, charge backs, Medicare or other government rebates, and rebates taken or allowed ; ( b ) credits or allowances given or made for rejections or return of any previously sold Licensed Product taken or allowed ; ( c ) to the extent included in such gross invoice price any tax or government charge imposed on the production, import, export, sale, delivery or use of such Licensed Product, including, without limitation, any value added or similar tax or government charge, but not including any tax levied with respect to income ; and ( d ) to the extent included in such gross invoice price any reasonable and documented packaging and shipping charges