definiens: means, with respect to any Person, without duplication, all obligations or undertakings ( including, as applicable, in respect ofoutstanding principal and accrued and unpaid interest, fees, penalties, premiums and any other fees, expenses or breakage costs ) bysuch Person ( A ) for borrowed money ( including deposits or advances of any kind to such Person ) ; ( B ) evidenced by bonds, debentures, notes or similar instruments ; ( C ) for capitalized leases, synthetic lease obligations ( or lease obligations that should have been on thebooks and records or financial statements of such Person as categorized or synthetic lease obligations in accordance with GAAP ) ; ( D)earn - outs or the deferred and unpaid purchase price of property, goods or services ( but excluding trade payables, accrued expenses, and accruals incurred in the ordinary course of business ) ; ( E ) pursuant to securitization or factoring programs or arrangements ; ( F ) tomaintain or cause to be maintained the financing or financial position of others ; ( G ) for net cash payment obligations of such Personunder swaps, options, derivatives and other hedging Contracts or arrangements that will be payable upon termination thereof ( assumingtermination on the date of determination ) ; ( H ) for letters of credit, bank guarantees, and other similar Contracts or arrangements enteredinto by or on behalf of such Person to the extent they have been drawn upon ; ( I ) for all indebtedness secured by a Lien on property orassets owned or acquired by such Person, whether or not the Indebtedness secured thereby has been assumed ; ( J ) for anycommitment that assures a creditor against loss, including actual or contingent reimbursement obligations with respect to letters ofcredit, bankers ’ acceptances, performance bonds, surety bonds or similar obligations to the extent drawn upon ; ( K ) for the repurchaseof equity interests of the Company ; ( L ) for all guarantees of such Person of any indebtedness of any other Person described inclauses ( A ) through ( K ) of this sentence, other than a wholly owned Subsidiary of such Person