definiens: shall mean the gross cash amount or the fair market value of stock ( ) received by [COMPANY] from a third party in connection with the grant of rights or sublicenses to such third party pursuant to Section 7.4(b ), less the following deductions : 120843 \'I3 / RE 2LSR131.DOC 4 ( a ) if the Consideration is received by [COMPANY] in consideration of the supply of Antibody, any amounts corresponding to [COMPANY] 's cost of goods sold of the Antibody, determined by [COMPANY] in accordance, with US GAAP consistently applied, and any prompt payment or other customary trade or quantity discounts actually allowed and taken, amounts repaid or credited by reason of timely rejections or returns, taxes on the sale of a product ( other than franchise or income taxes on the income of the seller ) actually paid or withheld, and transportation and delivery charges, including transport insurance premiums, actually incurred ; ( b ) any Consideration received as payment for the fair market value of any equity issued by [COMPANY] ( as determined in good faith by the party issuing such equity ) ; ( c ) any Consideration received as research and development funding ; and ( d ) any Consideration received as a loan