definiens: means ( a ) any ( including but not limited to those as defined in ERISASection 3(3 ) ), including any ( i ) nonqualified deferred compensation or retirement plan or arrangement which is anEmployee Pension Benefit Plan ( as defined in ERISA Section 3(2 ) ( whether or not such plan is subject to ERISA ) ), ( ii)qualified defined contribution retirement plan or arrangement which is an Employee Pension Benefit Plan ( whether ornot such plan is subject to ERISA ), ( iii ) qualified defined benefit retirement plan or arrangement which is an EmployeePension Benefit Plan ( including any Multiemployer Plan ( as defined in ERISA Section 3(37 ) ( whether or not such planis subject to ERISA ) ), and ( iv ) Employee Welfare Benefit Plan ( as defined in ERISA Section 3(1 ) ( whether or not suchplan is subject to ERISA ) ) or material fringe benefit plan or program, or ( b ) any stock purchase, stock option, profitsharing, severance pay, employment, change - in - control, vacation pay, company awards, salary continuation, sickleave, excess benefit, bonus or other incentive compensation, life insurance, or other employee benefit plan, contract, program, policy or other arrangement, whether or not subject to ERISA, in each such case, that is sponsored, maintained or contributed to, or required to be maintained or contributed to, by any member of the Seller Group or anyERISA Affiliate