definiens: means solely the following property : ( i ) the Transferred Assets, ( ii ) inventory ( as defined in the UCC ) of the Products whe ther now owned or hereafter acquired, including in connection with the Closing, ( iii ) accounts ( as defined in the UCC ) created by the sale or other disposition of inventory of the Products, and ( iv ) to the extent not otherwise included, any proceeds of the foregoing ; provided, that Collateral shall not include any of the following property ( ): ( x ) any permit, license or agreement entered into by the applicable Person ( A ) to the extent that any Law applicable thereto prohibits the creati on of a Lien thereon, but only to the extent, and for as long as, such prohibition is not terminated or rendered unenforceable or otherwise deemed ineffective by the UCC or any other applicable Law, and ( B ) to the extent that the creation of a Lien in favor of the Seller would result in a breach or termination pursuant to the terms of or a default under any such permit, license or agreement ( other than to the extent that any such term would be rendered ineffective by the UCC or any other applicable law or p rinciples of equity ) ; provided, that that such security interest shall attach immediately and automatically at such time as the condition causing such, prohibition, breach, termination, invalidation or voiding shall be remedied or no longer exists, and ( y ) any trademark applications for which a statement of use has not been filed ( but only until such statement is filed ) ; provided, however, that Excluded Collateral shall not include any proceeds of Excluded Collateral ( unless such proceeds wo uld otherwise constitute Excluded Collateral )