definiens: means, with respect to any MRT Product, the aggregate gross amount invoiced ( or, if no invoice is issued, the price otherwise charged ) for sales of such MRT Product by the members of the Bu yer Rights Group collectively, minus the Exclusions ; pr ovided, that : ( a ) sales or other commercial dispositions of such MRT Product among members of the Buyer Rights Group specifically for resale shall be excluded from the computation of Net Sales ( but th e subsequent resale to a Person ( other than a member of the Buyer Rights Group specifically for resale ) shall be included ) ; ( b ) MRT Product provided for no more than a de minimis charge by a member of the Buyer Rights Group for clinical trial or other developmen tal purposes, sampling or promotional purposes ( in customary amounts ), test marketing, early access programs ( in cluding treatment INDs or protocols, named patient programs or compassionate use programs ), humanitarian or cha ritable donations, or patient assistance programs w ill not be included in Net Sales ; and ( c ) if any MRT Product is sold or transferred for c onsideration other than cash, or in a transaction that is not arm ’s length, Net Sales fro m such sale or transfer shall be deemed to be Net S ales at which substantially similar quantities of such MRT Produc t are sold for cash in an arm ’s length transaction at such time in the relevant country or, if no such sales are ma de at such time, were most recently sold for cash i n an arm ’s length transaction in the relevant country or, if n o such sales were ever made in the relevant country, for the fair market value of such quantity of MRT Product in suc h country