definiens: ( within the meaning of Item 404 of Regulation S - K under the Securities Act ) of any suchofficer, director or owner ( other than Innovate or its Subsidiaries);(q ) any Contract relating to the acquisition or disposition of any material interest in, or any material amount of, property orassets of Innovate or any of its Subsidiaries ( whether by merger, stock sale, asset sale or otherwise ) or for the grant to any Person of any preferentialrights to purchase any of their assets, other than in the Ordinary Course of Business consistent with past practice;(r ) any Contract containing any provisions requiring any of Innovate or its Subsidiaries to indemnify any other party, other thancommercial Contracts entered into the Ordinary Course of Business consistent with past practices;(s ) except to the extent a Contract is described in the clauses above, any Contract not entered into in the Ordinary Course ofBusiness in excess of $ 500,000 ; or(t ) any other agreement ( or group of related agreements ) the performance of which requires aggregate payments fromInnovate or any of its Subsidiaries in excess of $ 500,000 or that is material to Innovate or its Subsidiaries