definiens: . Sublicense Income shall mean all consideration received from Sublicensees by Isis or a Subsidiary pursuant to a Naked Sublicense by Isis or a Subsidiary which cove rs, in whole or in part, [COMPANY] Intellectual Property and all consideratio n received from Sublicensees by Isis or an Affiliate pursuant to a Naked Sublice nse not involving [COMPANY] Intellectual Property if such Naked Sublicense aros e out of the same transaction as, or was otherwise related to, a Naked Sublicense which covers, in whole or in part, [COMPANY] Intellectual Property . Sublicense In come does not include ( i ) payments made by a Sublicensee in consideration for the issuance of equity or debt securities of Isis to the extent such payments do not exceed the fair market value of the securities being issued . [ * ] If non - monetary consideration is received from Sublicensees by Isis or its Subsid iaries, then a commercially reasonable monetary value will be assigned for purp oses of calculating Sublicense Income