definiens: means any ( i ) Lien that arises out of Taxes ( x ) not yet due and payable, ( y ) not in defaultand payable without penalty interest or ( z ) the validity of which is being contested in good faith by appropriate proceedingsand for which adequate reserves have been established in accordance with GAAP, ( ii ) materialmen ’s, mechanics ’, carriers’,workers ’, warehousemen ’s, repairers ’ and similar Liens arising in the ordinary course of business, securing obligations as towhich there is no default and which are not yet due and payable, or the validity or amount of which is being contested ingood faith by appropriate proceedings which have the effect of preventing the forfeiture or sale of the property subjectthereto and for which adequate reserves have been established in accordance with GAAP, ( iii ) Lien with respect to realproperty, any nonmonetary Lien or other requirement or restriction arising under any zoning, entitlement, building, conservation restriction and other land use and environmental applicable Law that are not violated by the current orproposed use of such real property or the operation of the business of the Company, ( iv ) non - exclusive licenses to, in orunder Intellectual Property granted by the Company in the ordinary course of business consistent with past practice, ( v ) anyrights or interests of a lessor of real property evident from the face of the applicable lease entered into in the ordinarycourse of business consistent with past practice ( other than with respect to any capital lease or as a result of any breach ofsuch lease ) and ( vi ) Liens granted pursuant to the Loan and Security Agreement