definiens: means ( i ) Liens for Taxes and oth er governmental charges not yet due and payable or that are being contested in good faith b y appropriate proceedings, which proceedings, if determined adversely, would not have a Material Adv erse Effect on Seller, ( ii ) landlords ’, mechanics ’, carriers ’, warehousemen ’s, workers ’, repairers ’ and other similar Liens arising or incurred in the Ordinary Course of Business relating to obligations which are not individually, or in the aggregate, material, for sums not yet due and payable or which are being contested in good faith, ( iii ) other Lie ns or imperfections on property which are not material in amount or do not materially detract from the value of or materially impair the existing use of t he property affected by such Lien or imperfections, ( iv ) Liens relating to deposits made in the Ordinar y Course of Business in connection with workers ’ compensation, unemployment insurance and other type s of social security or to secure the performance of leases, trade contracts or other similar agreeme nts, ( v ) purchase money security interests in respect of personal property arising or incurred in the ordin ary course of business and listed in the Disclosure Sch edule, ( vi ) any Liens arising in the Ordinary Cours e of Business, to the extent that the related Liabili ty therefor is included in the computation of Worki ng Capital, ( vii ) any Liens to be released at Closing, and ( viii ) Liens arising as a result of the Buyer ’ s acts, including any Liens granted to any lender at the Cl osing in connection with any financing of the Purchase Price