Liens of carriers warehouses, mechanics and similar Liens, in each case (a) in existence less than 90 days from the date of creation thereof or (b) being contested in good faith by the Company or any Subsidiary in appropriate proceedings (so long as the Company or such Subsidiary shall, in accordance with GAAP, have set aside on its books adequate reserves with respect thereto).
Liens of carriers warehousemen, mechanics, laborers and materialmen incurred in the ordinary course of business for sums not yet due or being diligently contested in good faith, if reserves or appropriate provisions shall have been made therefor;
Liens of carriers warehousemen, mechanics and materialmen, and other like liens, in existence less than 120 days from the date of creation thereof in respect of obligations not overdue, provided that such liens may continue to exist for a period of more than 120 days if the validity or amount thereof shall currently be contested by the applicable Borrower in good faith by appropriate proceedings and if such Borrower shall have set aside on its books adequate reserves with respect thereto as required by GAAP and provided further that such Borrower will pay any such claim forthwith upon commencement of proceedings to foreclose any such lien;
Liens of carriers warehousemen, mechanics, labourers and materialmen incurred in the ordinary course of business for sums not yet more than sixty (60) days past due or being diligently contested in good faith, if adequate reserves shall have been set aside on such Person's books, but only so long as no foreclosure, distraint, sale or similar proceedings have been commenced with respect thereto;
Liens of carriers warehouses, mechanics and similar Liens, in each case (a) in existence less than 180 days from the date of creation thereof and the amount being secured thereby becoming due and payable or 58 00 \
Liens of carriers warehouses, mechanics and similar Liens, in each case (a) in existence less than 120 days from the date of creation thereof or (b) being contested in good faith by the Obligor in appropriate proceedings (so long as such Obligor shall, in accordance with GAAP, have set aside on its books adequate reserves with respect thereto).
Liens of carriers warehouses, mechanics and similar Liens, in each case (a) in existence less than 90 days from the date of creation thereof or (b) being
Liens of carriers warehousemen, mechanics, laborers, materialmen, and landlords and other similar Liens arising by operation of law for sums not yet due or being contested in good faith and by appropriate proceedings, if the specified Person has set aside on its books such reserves as may be required by GAAP, or which have been subordinated in a manner satisfactory to Lender;
Liens of carriers mechanics and materialmen and other like Liens in respect of obligations not overdue; (d) such minor defects, irregularities, encumbrances, easements, rights of way, and clouds on title as normally exist with respect to similar properties which do not, individually or in the aggregate, materially impair the use of the property affected hereby; (e) Liens of landlords or lessors under leases arising by contract or operation of law; 80 9 EXHIBIT B
Liens of carriers warehousemen, mechanics, materialmen and other like Liens imposed by Law and arising in the ordinary course of business, in each case, for amounts not yet due; (c) Liens incurred or deposits made in the ordinary course of business in connection with worker's compensation, unemployment insurance or other types of social security; (d) minor defects of title, easements, rights-of-way, restrictions and other encumbrances of record that, individually or in the aggregate, do not interfere and would not reasonably be expected to interfere with the continued use and operation of the Asset to which they relate in the ordinary conduct of the Business; (e) Liens incurred in the ordinary course of business securing liabilities that do not, individually or in the aggregate, materially impair, and would not reasonably be expected to materially impair, the continued use and operation of the Asset to which they relate in the conduct of the Business as presently conducted; (f) Patent Cross Licenses; (g) customer licenses with respect to the Products granted in the ordinary course of business; and (h) Liens created by or through Purchaser or any of its Affiliates. "Person" means any natural person, general or limited partnership, corporation, limited liability company, joint venture, trust, firm, association or other legal or governmental entity. "Preferred Customer Software License Agreement" means the preferred customer software license agreement to be executed by the parties thereto on the Closing Date in the form of Exhibit C. "Products" means all items set forth on Section 1.01(k) of the Disclosure Schedule. "Purchase Price" means the amount of $200,000,000. "Purchaser Subsidiary" means any wholly owned Subsidiary of Purchaser. 8 <page> "Real Estate License Agreement" means the Real Estate License Agreement to be executed by the parties thereto on the Closing Date pursuant to Section 5.11. "Retained Intellectual Property" means all Intellectual Property that covers or is embodied in the development, design, manufacture, sale or provision of Products or the operation of the Business, but which Intellectual Property is not included in the Transferred Intellectual Property. "Selling Subsidiaries" means Nortel Networks Inc., Nortel Networks Limited, Nortel Networks UK Limited, Nortel Networks S.A., Clarify Ltd. (U.K.), Clarify sarl, Clarify GmbH and, as may be appropriate, Nortel Networks B.V., Nortel Networks (Asia) Limited, Nortel Networks s.r.o., Nortel Networks S.p.A.,...
