definiens: ( as such term is defined in Item 601(b)(10)of Regulation S - K of the Exchange Act ) ; ( ii ) any Contract for the employment of any employee of Beta or any of its Subsidiarieson a full - time or consulting basis which provides for annual payments in excess of $ 400,000, which is not terminableon ninety ( 90 ) days ’ notice or less without liability for any penalty or severance payment ; ( iii ) any Contract that materially limits the ability of Beta or any of its Subsidiaries tocompete or provide services in any line of business or with any Person or in any geographic area or market segmentor to engage in any type of business ( including any license, collaboration, agency or distribution agreements ), or thatprovides for exclusivity in connection with any of the foregoing ; ( iv ) any Contract that is be required to be disclosed pursuant to Item 404 of RegulationS - K of the Exchange Act ; ( v ) any Contract or series of related Contracts relating to indebtedness for borrowedmoney in excess of $ 1,000,000 ; ( vi ) any Contract reasonably expected to result in payments in excess of $ 1,000,000 inany twelve ( 12 ) month period after the Closing Date that provides for any material provision orequivalent preferential pricing terms or similar obligations to which Beta or any of its Subsidiaries is subject ; ( vii ) any Contract involving ( A ) one of Beta ’s top ten suppliers, as measured byexpenditures or payables made during the twelve ( 12 ) months ending on December 31, 2018, or ( B ) one of Beta ’s topten Payors, as measured by revenues or receipts received during the twelve ( 12 ) months ending on December 31,2018 ; ( viii ) any Contract with a pharmacy services administrative organization or a grouppurchasing organization ; ( ix ) any purchase, sale or supply Contract that contains volume requirements orcommitments, exclusive or preferred purchasing arrangements or promotional requirements reasonably expected toresult in payments in excess of $ 1,000,000 in any twelve ( 12 ) month period after the Closing Date ; ( x ) any agreement that grants any right of first refusal or right of first offer or similarright or that limits or purports to limit the ability of Beta or any of its Subsidiaries to own, operate, sell, transfer, pledgeor otherwise dispose of any material amount of assets or businesses ( in any case, in excess of $ 1,000,000 ) ; 37 ( xi ) any Contract for any joint venture, partnership or similar arrangement, or anyContract involving a sharing of revenues, profits, losses, costs, or liabilities by Beta or any of its Subsidiaries withany other Person involving a potential combined commitment or payment by Beta and any of its Subsidiaries inexcess of $ 1,000,000 annually ; ( xii ) any Contract that is a settlement or similar agreement that imposes materialobligations on Beta or any of its Subsidiaries after the date of this Agreement ; ( xiii ) any Contract for the acquisition or disposition of any business, a material amount ofstock or assets or any other Person ( whether by merger, sale of stock, sale of assets or otherwise ), in each case, involving amounts in excess of $ 1,000,000 ; or ( xiv ) any Contract to which any of Beta ’s or Beta ’s Subsidiaries ’ directors or officers is aparty ( other than Beta Plans or any award agreements thereunder or employment agreements entered into betweensuch individuals and Beta or its Subsidiaries in the ordinary course of business )