definiens: shall mean the gross amount invoiced for sales of a Product to non - af ﬁliated commercial customers after deduction of the following items : ( 1 ) trade, quantity and cash discounts ; ( ii ) credits, rebates, chargeback rebates, fees, reimbursements or similar payments granted or given to wholesalers and other distributors, buying groups, healthcare insurance carriers, governmental agencies and other institutions provided that such will not grant a preference or otherwise favor other product(s ) of Warner or [COMPANY], as the case may be, if such preference is based on the fact that [COMPANY] or Warner, as the case may be, is entitled to royalties or a share of proﬁts ; ( iii ) credits or allowances to the extent allowed for rejection or return of such Product previously sold ; ( iv ) allowance for bad debt expense in accordance with Warner 's normal internal accounting practices and GAAP ; ( V ) any tax, tariff, duty or other governmental charge ( other than an income tax ) levied on the sale, transportation or delivery of such Product and borne by the seller thereof ; ( vi ) payments or rebates paid in connection with state or federal Medicare, Medicaid or similar state or foreign governmental programs ; and ( vii ) any charge for freight or insurance to the extent separately invoiced