definiens: or members ( as such terms are defined in Rule 12b-2 and Rule 16a-1 of the Exchange Act ), on the other hand, including any Contract pursuant to which the Company has an obligation to indemnify such officer, director, affiliate orfamily member;(vi ) any stockholders, investors rights, registration rights or similar agreement or arrangement of theCompany or any of its Subsidiaries;(vii ) any Contract that relates to any swap, forward, futures, or other similar derivative transaction witha notional value in excess of $ 1 billion;(viii ) any Contract involving the settlement of any claims, actions, suits or proceedings or threatenedclaims, actions, suits or proceedings ( or series of related claims, actions, suits or proceedings ) which ( A ) involvepayments after the date hereof of consideration in excess of $ 100 million or ( B ) impose material monitoring orreporting obligations to any other Person outside the ordinary course of business;(ix ) any Contract with any Relevant Authority that is material to the Company and its Subsidiaries, taken as a whole, excluding any sales or supply agreements entered into in the ordinary course of business that arenot material and tolling agreements entered into in connection with investigations by Relevant Authority ; and(x ) any Contract not otherwise described in any other subsection of this Section 3.20(a ) that would berequired to be filed by the Company as a ( as such term is defined in Item 601(b)(10 ) of RegulationS - K of the SEC )