definiens: means, as to the Company and its Sub sidiaries, without duplication, all ( a ) indebtednes s of the Company or any of its Subsidiaries for borrowed money ( including the aggregate principal amount th ereof and the aggregate amount of any accrued but unpaid interest thereon or indebtedness issued or incurred in substitution or exchange for indebtedness for borro we d money ), ( b ) obligations of the Company or any o f its Subsidiaries evidenced by bonds, notes, debentures mortgages or similar debt instruments, ( c ) all obli gations in respect of letters of credit, surety bonds, bankers ’ acceptances and similar facilities issued for the account of the Company or any of its Subsidiaries ( but, for purpos es of payment obligations hereunder but not disclos ure obligations, solely to the extent drawn ), ( d ) oblig ations of the Company or any of its Subsidiaries in respect of interest rate and currency obligation swaps, hedges or similar -8- arrangements ( valued in each case on a termination basis using a mark - to - market or other customary net valuation ), ( e ) obligations with respect to any lea ses required to be treated as capital leases under GAAP ( provided that obligations of the type described in this clause ( e ) shall constitute Indebtedness for all purposes of this Agreement other than clause ( a ) of the definit ion of Closing Date Indebtedness ), ( f ) in respect o f any obligation of a person other than the Company or an y of its Subsidiaries that is secured by a Lien aga inst any of the Company ’s or its Subsidiaries ’ assets ( but limi ted to the lesser of ( x ) the fair market value of s uch property and ( y ) the amount of such indebtedness so secured ) or obligations of the Company or any of its Subsid iaries to guarantee any of the foregoing types of payment obl igations on behalf of any person other than the Com pany or any of its Subsidiaries, ( g ) Liabilities or obligat ions in respect of the deferred purchase price of p roperty or services and/or in connection with the acquisition of any property, business or person, and ( h ) all ac crued interest, fees, premiums, penalties, costs, expense s and/or other amounts due in respect of any of the foregoing ; provided that, for clarification, Indebtedness shal l not include current or arising in the ordinary course of business . For the avoidance of doubt, notwithstanding anything to the contrary contained herein, for purposes of clause ( a ) of the definitio n of Closing Date Indebtedness, Indebtedness shall not include any of the following : ( i ) deferred revenue obligati ons, ( ii ) grants payable, ( iii ) capital lease oblig ations, or ( iv ) operating lease obligations, in each instance, to the extent of the amounts set forth on Section 1.01(a ) of the Disclosure Schedules