definiens: means payments, whether comprising royalties and/or other payments, actually received by RedHill from third party distributors and/or Sublicensees in respect of sales of the Producteffected by such distributors and/or Sublicensees ( and/or any further Sublicensees thereof ), less deduction of ( i ) debtfinancing ; ( ii ) equity ( and conditional equity, such as warrants, convertible debt and the like ) investments in RedHill orany Affiliate thereof at market value ; ( iii ) payments received in reimbursement of patent prosecution costs incurred orwhich shall be incurred by RedHill ; ( iv ) payments received in reimbursement of the cost of research and / ordevelopment activities or services performed or to be performed by RedHill or expended or to be expended by RedHill, and ( v ) payments received in reimbursement for marketing expenses which have been or shall be expended byRedHill with respect to the Product )