definiens: means only the following Liabilities of Seller : ( a ) all Liabilities relating to claims for product warr anties or defects for Business Products that were sold after the Closing Date ; ( b ) all Liabilities relating to claims for product warr anties or defects for Business Products sold after the Closing Date that are included in th e commitments and orders for Business Products cont emplated by Section 2.1(b ) ; ( c ) all Liabilities relating to the Transferred Employe es arising out of their employment by Buyer or its Affiliates ; ( d ) all Liabilities relating to Taxes for which Buyer i s liable pursuant to the terms of this Agreement or any other Transaction Document ; ( e ) all Liabilities arising after Closing related to th e Assumed Contracts, but only to the extent that such Liabilities do not relate to any f ailure to perform, improper performance or other br each, default or violation by Seller prior to the Closing ; 25880894.16.BUSINESS9