definiens: means, with respect to any Person, but without duplication : ( a ) all obligations for borrowed money, which obligationsshall include the principal, accreted value, accrued and unpaid interest, unpaid fees or expenses and other monetary obligations or otherinterest - bearing indebtedness, whether current or funded, secured or unsecured ; ( b ) all obligations, contingent or otherwise, evidenced by anote, loan agreement, bond, debenture or similar facilities ; ( c ) all obligations in respect of bankers ’ acceptances, letters of credit or similarcredit transactions ; ( d ) any deferred purchase price liabilities related to past acquisitions, whether contingent or otherwise ( including any or similar payments or obligations at the maximum amount payable in respect thereof ), ( e ) any obligations under financing leasesor leases that are required to be capitalized in accordance with GAAP as of the date hereof, ( f ) any obligations under conditional sale or othertitle retention agreements, ( g ) any obligations arising out of interest rate, currency or other hedge or derivative agreements or other hedgingor derivative arrangements ( including any breakage costs ), ( h ) any obligations secured by ( or for which a Person has an 10existing right, contingent or otherwise, to be secured by ) an Encumbrance other than a Permitted Encumbrance, ( i ) any accrued but unpaidseverance obligations ; ( j ) any accrued interest, fees and charges in respect of any of the foregoing ; ( k ) any prepayment premiums andpenalties, and any other fees, expenses, indemnities and other amounts payable as a result of the prepayment or discharge of any of theforegoing, and ( l ) all obligations of a type referred to above which are directly or indirectly guaranteed by any of the Companies ; provided, however, shall exclude ( x ) Service Bonuses, ( y ) all items or amounts constituting Current Liabilities and ( z ) all of theTransaction Expenses