definiens: means periodic payments to [COMPANY] in the natur e of royalties, calculated as a percentage of Net Sales of Products . ( The Parties a cknowledge and agree that these payments are payabl e whether they are characterizable as roy alties ( e.g., [COMPANY] ’s intellectual property othe r than the Transferred Patents covers, is incorporated into, o r otherwise relates to Products sold by Licensee ) o r not ; to the extent not characterizable as royalties, the Net Sales Payments are deemed to be consideration defined and paid ( over a defined period of time ) fo r assignment of the Transferred Patents and for [COMPANY] ’s other assistance hereunder, subject to t he limitations described herein and together with Licensee ’s other obligations hereunder . ) 2.11 means products covered by the Licensed Patents, t he Transferred Patents and/or the [COMPANY] Technology