definiens: shall mean all ( i ) cash, ( ii ) sublicensing fees and ( iii ) all other payments and thecash equivalent thereof, which are paid to LICENSEE by the Sublicensees of its rights hereunder, but excluding the followingpayments : ( a)payments made in consideration for the issuance of equity or debt securities of LICENSEE to the extent not exceeding thefair market value thereof;(b)that portion of payments for direct or fully burdened expenses ( collectively not to exceed one hundred ﬁfty percent ( 150 % ) ofdirect expenses ) associated with research or development as calculated in accordance with GAAP, to the extent that suchexpenses are separately listed and part of the sublicense;(c)royalties on sales of Licensed Products by the Sublicensee ( payment for which has been otherwise provided in Paragraph4.3 herein ) ; and(d)payments for supply of Licensed Products for use in clinical trials by or on behalf of, or for resale by, the Sublicensee