definiens: means the gross amounts invoiced for sales by Buyer ( or any other applicablemember of the Buyer Group if any sales contemplated hereby are recorded by such member of the Buyer Group but not byBuyer ) from the sales of a specified Contingent Payment Product by a member of the Buyer Group or its authorized orlicensed distributor after the Closing to unaffiliated third parties less the Worldwide Net Sales Adjustments, all in accordancewith standard allocation procedures, allowance methodologies and accounting methods consistently applied, whichprocedures and methodologies shall be in accordance with GAAP . For purposes of clarification, when measuring theWorldwide Net Sales recorded in respect of sales of a specified Contingent Payment Product by any Person other than amember of the Buyer Group, only the revenue recorded by Buyer or another member of the Buyer Group shall be included(for example, the transfer price or other amount received by Buyer or such other member of the Buyer Group, in the event ofany sales by an authorized or licensed distributor of the specified Contingent Payment Product manufactured by Buyer ), andthe amount of revenue that may be recorded or achieved by such other Person who is not a member of the Buyer Group shallbe disregarded . Notwithstanding anything to the contrary in this Agreement or in any financial statements prepared by Buyerwith respect to any Contingent Payment Year or portion thereof, or to the extent it may otherwise be required pursuant toGAAP, the term shall not include ( A ) gross amounts invoiced for sales 8by Buyer or any member of the Buyer Group from transactions with another member of the Buyer Group unless such othermember of the Buyer Group is an end user of the specified Contingent Payment Product ; provided, however, that shall in such event include the gross amounts invoiced for sales, if any, recorded upon the further resale of suchspecified Contingent Payment Product by such other member of the Buyer Group less the Worldwide Net Sales Adjustmentsor ( B ) distribution to a third party of a specified Contingent Payment Product for research, manufacturing or quality testing, clinical trials, compassionate or humanitarian purposes including expanded access programs ( which provide access totherapies for no monetary consideration ) or charitable donations