definiens: means, with respect to any Fibrocell Product, the net sales of such Fibrocell Product by Fibrocell or anAffiliate of Fibrocell ( including without limitation net sales of Fibrocell Product to a non - Affiliate sublicensee but notincluding net sales by such non - Affiliate sublicensee ), as determined in accordance with US GAAP as the gross amountinvoiced on account of sales of Fibrocell Product less the usual and customary discounts as determined in accordance with USGAAP . In the case of any sale for value, such as barter or counter - trade other than in an arm ’s length transaction exclusivelyfor cash, Net Sales shall be deemed to be the net sales at which substantially similar quantities of the product are sold for cashin an arm ’s length transaction in the relevant country . If Fibrocell Product is sold to any third party together with otherproducts or services, the price of such product, solely for purposes of the calculation of Net Sales, shall be deemed to be noless than the price at which such product would be sold in a similar transaction to a third party not also purchasing the otherproducts or services