definiens: ( as defined in Section 3(2 ) of the Employee Retirement Income Security Act of 1974, as amended ( ) ) ( collectively, the ), ( ii ) ( as defined in Section 3(1 ) of ERISA ), ( iii ) otherbonus, deferred compensation, pension, profit - sharing, retirement, insurance, stock purchase, stock option, vacation pay, sickpay or other fringe benefit plan, employment, consulting, severance, retention, termination or change - of - control agreements, arrangements or understandings, or practice maintained or contributed to by the Company or any Company Subsidiary for thebenefit of any of the current or former employees directors or officers of the Company or any Company Subsidiary or any oftheir dependents ( collectively, the ), or with respect to which the Company or any Subsidiary has any liability(collectively, the ) . The Company has furnished or made available to Parent and Merger Sub correct andcomplete copies of ( i ) each Benefit Plan, ( ii ) the most recent annual report on Form 5500 and all attachments thereto filed withthe Internal Revenue Service with respect to each Benefit Plan ( if applicable ) ( and all attachments thereto ), ( iii ) the most recentsummary plan description for each Benefit Plan for which such summary plan description is17 required, ( iv ) the trust agreement relating to each Benefit Plan, ( v ) in the case of any plan that is intended to be qualified underSection 401(a ) of the Code, the most recent determination letter ( and if a prototype plan, an opinion letter ), if any, receivedfrom the Internal Revenue Service