definiens: shall mean the gross amounts received on the sale of the GTC Licensed Product or the [COMPANY] Licensed Product ( as the case may be ) to a Third Party ( or an Affiliate other than for resale ) by or on behalf of GTC or [COMPANY] or their respective Affiliates or sublicensees ( as the case may be ), less the following reasonable amounts : ( a ) customary trade, quantity or cash discounts or rebates allowed and actually taken ; ( b ) amounts rebated, refunded or credited for rejected or returned GTC Licensed Products or [COMPANY] Licensed Products ( as the case may be ) or because of retroactive price reductions, rebates or chargebacks ; ( c ) government mandated rebates and discount programs ; ( d ) sales, use, turnover, excise taxes, or other governmental charges levied on or measured by sales, but not franchise or income taxes ; and ( e ) customs duties, transportation, freight, shipping and handling charges, and insurance costs on shipments to customers . Transfer of a GTC Licensed Product by GTC or a [COMPANY] Licensed Product by [COMPANY] ( as the case may be ) to its Affiliate or sublicensee for resale shall not be considered a sale . Neither funding for research nor milestone payments shall be considered a Net Sale