definiens: shall mean any : ( i ) Contract ( other than any Employee Benefit Plan ) that involves the expenditure, payment orreceipt by the Company of more than $ 150,000 in the aggregate during any twelve ( 12 ) month period and is notterminable by the Company without payment of any penalty on notice of 30 days or less, except for purchase andsale orders entered into in the ordinary course of business ; ( ii ) Contract or indenture relating to Indebtedness or the guarantee of any Indebtedness of theCompany ; ( iii ) Contract requiring capital expenditures after the date of this Agreement in an amount inexcess of $ 100,000 for any individual expenditure in any calendar year, except as contemplated in the capitalexpenditure budget for the year ending December 31, 2014 ; ( iv ) material partnership Contract, joint venture Contract, or limited liability company agreementrelating to the Company ; ( v ) Contract that contains a covenant not to compete, or other covenant expressly restrictingthe development, manufacture, marketing or distribution of products and services of the Company ; ( vi ) Contract that relates to ( i ) the future disposition ( other than sales of inventory or obsoleteequipment, except in the case of the Syringe Equipment, in the ordinary course of business ) or acquisition of materialassets of the Company, or ( ii ) any merger or business combination with respect to the Company ; ( vii ) sales, distribution or other similar Contract providing for the sale or distribution of Productsby the Company, pursuant to which payments are anticipated to be made by the Company of more than $ 150,000 inthe aggregate during any twelve ( 12 ) month period and which is not terminable by the applicable Company withoutpayment of any material penalty on notice of 30 days or less, except for purchase and sale orders entered into in theordinary course of business ; ( viii ) Contract relating to stock redemption or purchase agreements or other agreements affectingor relating to equity interests of the Company under which the Company has any outstanding material rights orobligations ; and ( ix ) Contract with an officer or key employee of the Company regarding the terms and conditionsof such officer ’s or key employee ’s employment, excluding at - will employment arrangements and Employee BenefitPlans