definiens: shall mean the amount actually received by Myriad or an Affiliate of Myri ad from any and all Sublicensees arising from the license o r sublicense of the right to develop, make, have ma de, use, distribute for sale, promote, market, offer for sal e, sell, have sold, import or export Products [ * * * ] . Sublicensing Revenues shall include up - front or license fees, mi lestone payments, royalties paid to Myriad or any o f its Affiliates by a Sublicensee based on such Sublicens ee ’s sale of Products, premiums above the fair mark et value on sales of securities, annual maintenance fees and any other payments in respect of the grant to such Sublicensee of a license or sublicense of the right to develop, make, have made, use, distribute for s ale, promote, market, offer for sale, sell, have sold, import or export Products [ * * * ] ( with any of the foregoing co nsideration received by Myriad or its Affiliate other than in t he form of cash to be valued at its fair market val ue as of the date of receipt ) ; provided, however, that Sublicens ing Revenues shall not include any payments tied di rectly to the provision of goods and services by Myriad or it s Affiliate to such Sublicensee ( including research and development and manufacturing ) to compensate Myriad or its Affiliate for the fair market value of the provision of such goods and services, reimbursement to Myriad by Maxim or a Third Party for costs or expenses in curred by Myriad in the performance of its obligations und er this Agreement ( including reimbursement for pate nt and trademark costs but excluding costs or expenses ass ociated with the development and pursuit of Regulat ory Approval for any Product ), or payments for securiti es ( other than premiums above the fair market value of such securities )