definiens: means ( i ) Liens for Taxes not yet due andpayable or that are being contested in good faith by appropriate proceedings andfor which adequate reserves in accordance with GAAP have been established in thelatest Company Financial Statements, ( ii ) Liens in favor of vendors, carriers, warehousemen, repairmen, mechanics, workmen, materialmen, construction orsimilar Liens or other encumbrances arising by operation of Law, ( iii ) Liensaffecting the interest of the grantor of any easements benefiting owned realproperty and Liens of record attaching to real property, fixtures or leaseholdimprovements, which would not materially impair the use of the real property inthe operation of the business thereon and ( iv ) Liens, exceptions, defects orirregularities in title, easements, imperfections of title, claims, charges, security interests, rights - of - way, covenants, restrictions, and other similarmatters that would not, individually or in the aggregate, reasonably be expectedto materially impair the continued use and operation of the assets to which theyrelate in the business of such entity and its Subsidiaries as presentlyconducted