definiens: means all cash payments and other consideration received by [COMPANY] or one of its Afliliates for a grant of a Sublicense to a Sublicensee, including without limitation, up - front payments, milestone payments, Premium on Equity, but excluding running royalties, less any applicable withholding taxes, unless and until [COMPANY] or its Affiliates recoup such taxes through a credit against taxes due . Net Proceeds shall not include any amounts received by [COMPANY] or its Affiliates ( A ) for the funding of research and development activities relating to a Product at reasonable and customary rates ( including, for the avoidance of doubt, periodic reimbursements, in arrears, for research and development activities undeliaken after execution of the applicable Sublicense ), ( B ) for the supply of Product at a 7 Confidential treatment of certain confidential information contained in this document, marked in by bold and brackets, is being sought pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended