definiens: means payments received by Naia or an Aﬃliate thereof asconsideration for the grant of a sublicenses to Third Parties with respect to Amunix Intellectual Property under thisAgreement, including, but not limited to, up - front payments, milestone payments, and the like, but speciﬁcally excluding ( i)royalties on the sale or distribution of Licensed Product(s ), ( ii ) funding received from a Sublicensee or an Aﬃliate thereof, following execution of the applicable sublicense, for speciﬁc research, development, or other services performed by Naia oran Aﬃliate thereof with respect to Licensed Products following the execution of such sublicense, to the extent such fundingdoes not exceed Naia ’s and its Aﬃliates ’ reasonable, documented cost of performing such research, development, or otherservices, and ( iii ) purchases of Naia ’s or its Aﬃliates ’ equity or debt securities, to the extent the price paid therefor does notexceed the fair market value thereof, as reasonably determined in good faith by Naia ’s Board of Directors.1.40 means that certain License Agreement, dated December 9, 2014 ( the )