definiens: shall mean ( i ) all accrued and unpaid wages, salaries, bonuses, commissions orsimilar obligations with respect to services performed prior to the Closing and accrued and unused personal, sickleave or vacation days owed to any current or former employee of the Company as of immediately prior to theClosing, ( ii ) all severance, retention, change in control or similar obligations under arrangements put in place by theCompany prior to the 67 Effective Time ( other than severance obligations disclosed on Schedule 9.1(b ) to the individuals named thereonpayable under severance arrangements disclosed on Schedule 9.1(b ), to the extent payable in accordance with theterms thereof as in effect on the date hereof as a result of the termination of employment of any such individual at thewritten request of the Buyer prior to the Closing or by the Buyer after the Closing ), and ( iii ) the employer portion of anypayroll Taxes of the Company attributable to ( x ) the compensation described in the foregoing clauses ( i ) and ( ii ) or(y ) the payments to holders of Company Options or the vesting of Company Restricted Shares pursuant toSection 1.13, in each case together with any interest or penalties thereon