definiens: means ( a ) statutory Encumbrances for current Taxes or other governmental charges, assessments or levies thatare not yet due and payable or liens for Taxes being contested in good faith by appropriate proceedings and for which adequate reserves have beenestablished in accordance with GAAP in, with respect to the Company and its Subsidiaries, the Company Financial Statements and, with respect toInnovate and its Subsidiaries, the Innovate Financial Statements, ( b ) statutory landlord ’s, mechanic ’s, carrier ’s, workmen ’s, repairmen ’s or other similarEncumbrances arising or incurred in the Ordinary Course of Business, the existence of which does not, and would not reasonably be expected to, materially impair the marketability, value or use and enjoyment of the asset subject to such Encumbrances, ( c ) liens incurred or deposits made in theOrdinary Course of Business in connection with workers ’ compensation, unemployment insurance or other types of social security ; and ( d ) licensesand other similar rights granted and obligations incurred in the Ordinary Course of Business that are not material to the operation of the applicablebusiness, ( e ) Encumbrances and other conditions, easements and reservations of rights, including rights of way, for sewers, electric lines, telegraphand telephone lines and other similar purposes, and affecting the fee title to any real property leased by the Company or its Subsidiaries and beingtransferred to Innovate or Merger Sub at Closing which are of record as of the date of this Agreement and the existence of which does not, and wouldnot reasonably be expected to, materially impair use and enjoyment of such real property, and ( f ) with respect to Company Leased Real Property only, Encumbrances ( including Indebtedness ) encumbering the fee title interested in any Company Leased Real Property which are not attributable to theCompany or its Subsidiaries