definiens: shall mean consideration in any form received by Biohaven or anAFFILIATE in connection with a grant to any LICENSEE or ASSIGNEE of a license, cross - license, option, or other right, license, privilege or immunity to make, have made, use, sell, have sold, distribute, practice, import or export PATENT PRODUCTS, but excludingconsideration included within EARNED ROYALTIES . LICENSEE INCOME shall include, without limitation, any license signing fee, license maintenance fee, option fee or otherpayment pursuant to an option, unearned portion or any minimum royalty payment receivedby Biohaven, equity, distribution or joint marketing fee, research and development funding inexcess of Biohaven ’s cost of performing such research and development, and anyconsideration received for an equity interest in, extension of credit by or other investment inBiohaven to the extent such consideration exceeds the fair market value of the equity orother interest as determined by an independent appraiser mutually agreeable to the parties