definiens: shall mean consideration i n any form received by Company and/or Company ’s Affiliate(s ) in connection with a grant of a sublic ense or any other right, license, privilege or immu nity ( regardless of whether such grantee is a as defin ed in this Agreement ) to make, have made, use, have used, Sell or have Sold Products or Processes, but excluding c onsideration included within Net Sales . Sublicense Income shall include without limitation any license signin g fee, license maintenance fee, unearned portion of any minimum royalty payment, distribution or joint marketing fe e, research and development funding in excess of th e cost of performing such research and development, and any c onsideration received for an equity interest in, ex tension of credit to or other investment in Company or Company ’s Affiliates to the extent such consideration exce eds the fair market value of the equity or other interest receiv ed as determined by agreement of the Parties or by an independent appraiser mutually agreeable to the Parties