definiens: shall mean consideration ofany kind received by the Company or AFFILIATED COMPANIES from SUBLICENSEE(S ) in consideration for thegrant of a sublicense under the PATENT RIGHTS, including up - front licensing fees, milestone payments, and anypremium paid by the SUBLICENSEE(S ) over Fair Market Value for stock of the Company or an AFFILIATEDCOMPANY in consideration for such sublicense, but excluding license maintenance fees, running royalties, fundingfor product development, research work, clinical studies and regulatory approvals performed by or for the Company orAFFILIATED COMPANIES or third parties pursuant to a specific agreement including a performance plan andcommensurate budget, and equity investments at no more than Fair Market Value . The term shallmean, for a publicly - traded security, the average closing price of that security ( as reported by the securities exchangeor market on which it is listed ) during twenty ( 20 ) trading day period ending on the trading day prior to theannouncement of its purchase by the SUBLICENSEE(S ) or, for a security that is not publicly traded, the fair marketvalue of such security as determined in good faith by the Board of Directors of the Company or AFFILIATEDCOMPANY that issued the shares