definiens: shall mean payments to COMPANY or an AFFILIATE from aSUBLICENSEE for the purposes of funding bona fide research and development of LICENSED PRODUCTS or LICENSEDPROCESSES and that are expressly intended only to fund or pay for:(a ) the purchase of equipment, supplies, products or services(b ) the assignment of or hiring of employees and/or consultants to achieve a research or development goalfor the commercialization of LICENSED PRODUCTS AND LICENSED PROCESSES, as indicated by their inclusion asspecific line items in a written agreement between COMPANY or AFFILIATE and the SUBLICENSEE(c ) reasonable overhead charges related to the direct expense described in ( a ) and ( b ) above 1.16 shall mean ( i ) receive funds or property from the issuance of securities, ( ii ) acquire an interest in ajoint venture to the extent of the proportionate share of such acquired joint venture interest in the funds or property, ( iii)receive funds, services or property by way of a research or development grant from governmental, non - governmental orprivate sources, either as reimbursement of previously conducted research and development activities or for future researchand development activities or ( iv ) receive funds, services or property ( including, without limitation, as upfront, royalty, milestone, license maintenance, option or exclusivity fees or other payments or income ) from consulting, feasibility studies, licenses, sublicenses ( including from SUBLICENSEES ), or contracts with partners of COMPANY