definiens: means, as of any date of determination, with respect to an LDI Licensing Event, the sum of ( i ) the grosscash proceeds actually received by the Company or any Company Subsidiary from and after August 23, 2019 ( without duplication of any amountspreviously included in the calculation of a CVR Payment Amount for which a payment was made in respect of an LDI Licensing Event ), minus ( ii ) theaggregate amount of the LDI Licensing Expenses actually incurred from and after August 23, 2019 ( without duplication of any amounts previouslyincluded in the calculation of a CVR Payment Amount for which a payment was made in respect of an LDI Licensing Event ), minus ( iii ) the income taxesincurred by the Company or any Company Subsidiary in connection with such LDI Licensing Event ( without duplication of any amounts previouslyincluded in the calculation of a CVR Payment Amount for which a payment was made in respect of an LDI Licensing Event ), except to the extent offset byavailable Company net operation loss carryovers