definiens: means : ( a ) material Liens for taxes, fees, assessments or other governmental charges or levies, either notdelinquent or being contested in good faith by appropriate proceedings, provided the same have no priority over any ofSecured Party ’s security interests created hereunder ; ( b ) Liens ( i ) upon or in any Equipment acquired or held by the Companyto secure the purchase price of such Equipment or indebtedness incurred solely for the purpose of financing the acquisition ofsuch Equipment provided in each case such lien does not secure more than the purchase price of such Equipment or(ii ) existing on such Equipment at the time of its acquisition, provided that the Lien is confined solely to the Equipment soacquired, improvements thereon and the proceeds of such Equipment ; ( c ) leases or subleases and non - exclusive licenses ornon - exclusive sublicenses granted to others in the ordinary course of the Company ’s business if such are otherwise permittedunder this Security Agreement and do not interfere in any material respect with the business of the Company ; ( d ) any right, title or interest of a licensor under a license provided that such license or sublicense does not prohibit the grant of the securityinterest granted hereunder ; ( e ) Liens arising from judgments, decrees or attachments to the extent and only so long as suchjudgment, decree or attachment has not caused or resulted in an Event of Default ; ( f ) easements, reservations, rights - of - way, restrictions, minor defects or irregularities in title and other similar Liens affecting real property not interfering in any materialrespect with the ordinary conduct of the business of the Company ; ( g ) Liens in favor of customs and revenue authoritiesarising as a matter of law to secure payment of customs duties in connection with the importation of goods ; ( h ) Liens arisingsolely by virtue of any statutory or common law provision relating to banker ’s liens, rights of setoff or similar rights andremedies as to deposit accounts or other funds maintained with a creditor depository institution ; and ( j ) Liens, not otherwisepermitted, which do not in the aggregate exceed $ 35,000 at any one time