definiens: shall mean, the gross amount invoiced for sales or other transfers of Approved Products labeled for use in the Field ( but not sales or other transfers of any product that is an Approved Product but is labeled only for use for any indication outside the Field ) by Cypress and its Affiliates or by [COMPANY] and its Affiliates to Third Parties that are not licensees or sublicensees of the applicable party, less the deductions listed in subsections ( a ) through ( I ) below ( without duplication ), as allocable to such Approved Product . If [COMPANY] and Cypress do not share Shared Revenue with respect to such Approved Product, the gross amount invoiced for sales or other transfers of Approved Products labeled for use in the Field by licensees or sublicensees of [COMPANY] or Cypress, as applicable, to Third Parties shall also be included in Net Sales . If [COMPANY] and Cypress share Shared Revenue with respect to such Approved Product, the gross amount invoiced for sales or other transfers of Approved Products labeled for use in the Field by licensees or sublicensees of [COMPANY] or Cypress ( including any Joint Marketing / Development Collaborator ) to Third Parties shall not be included in Net Sales . In addition, if Cypress, [COMPANY] or any of their respective Affiliates sells or transfers Approved Products labeled for use in the Field to any licensee or sublicensee of the applicable party that is an end user of such Approved Product, an amount equal to the amount that would have been invoiced to an independent Third Party in an arm 's length transaction upon the sale of Approved Product shall also be included in Net Sales