definiens: means any amounts received by BANK from a non - Affiliated Third Party inconsideration for the grant by BANK to such Third Party of ( i ) a sublicense under the CONKWEST Existing Rightsand / or, if permitted, the FCCC Rights or ( ii ) the right to develop and/or commercialize any Licensed Product(s),Licensed Service(s ) and/or Commercial Product(s ), including any upfront payments, annual fees or maintenancepayments, milestone payments or the like, but excluding : ( a ) amounts paid by such a Third Party as bona fidereimbursement for research, development and/or other costs that BANK is obligated to incur in the performance ofactivities in accordance with such agreement, ( b ) bona fide loans, ( c ) amounts paid for supplies of product or othertangible materials ; and ( d ) royalties paid based on sales of Licensed Products, Licensed Services and / orCommercial Products ; provided that BANK pays to CONKWEST any Royalties due to CONKWEST with respectthereto under Section 5(a)(i ) or ( 5(a)(ii ) below, as applicable