definiens: ( as such term is defined in Ite m 601(b)(10 ) of Regulation S -K of the Exchange Act ) ; ( ii ) requiring or otherwise involving the potential payment by or to the Company or any Subsidiary of the Company of more than an aggregate of $ 250,000 on an annual basis ( excluding consulting agreement s entered into in the ordinary course of business ) ; ( iii ) evidencing a capital expenditure or a commitment to make capital expenditures in excess of $ 250,000 on an annual basis ; ( iv ) relating to or evidencing indebtedness for borrowed money or any guaran tee of indebtedness for borrowed money by any Acquired Company in excess of $ 250,000 ; ( v ) relating to any joint venture, partnership, strategic alliance, material research and development project or similar arrangement that is material to the business of any Acquired Company ; ( vi ) that is a Company Inbound License or Company Outbound License ; ( vii ) pursuant to which any Acquired Company assumes any debt or other obligation of any Third Party ; ( viii ) that is an insurance policy pursuant to which any of t he Acquired Companies is required to pay in excess of $ 10,000, in premiums per annum ; ( ix ) that provides for indemnification of any officer or director by any Acquired Company ; ( x ) that is a settlement, conciliation or similar agreement with any Governme ntal Entity ; 33 ( xi ) that ( A ) restricts the ability of any Acquired Company to compete in any business or with any Person in any geographical area, ( B ) requires any Acquired Company to conduct any business on a basis with any Th ird Party, or ( C ) provides for or any similar requirement in favor of any Third Party ( excluding law firm retainer agreements entered into in the ordinary course of business ) ; ( xii ) that provides for the acquisition or disposition of any ass ets ( other than acquisitions or dispositions of assets in the ordinary course of business ), businesses ( whether by merger, sale of stock, sale of assets or otherwise ) or capital stock or other equity interests of a Third Party that ( A ) has not yet been consummated or ( B ) has outstanding any purchase price adjustment, indemnification or similar obligations on the part of any Acquired Company ; ( xiii ) that is an active contract with a Governmental Entity ; ( xiv ) that is for the purchase, lease or sublease of any real property ; and ( xv ) that is a partnership, joint venture or other similar Contract material to the Company and its Subsidiaries, taken as a whole