definiens: means any ( as definedin Section 3(2 ) of ERISA ), any ( as defined in Section 3(1 ) of ERISA ), and any other written ororal plan, agreement or arrangement involving direct or indirect compensation, including insurance coverage, severancebenefits, disability benefits, deferred compensation, bonuses, stock options, stock purchase, phantom stock, stock appreciationor other forms of incentive compensation or post - retirement compensation and all unexpired severance agreements, written orotherwise, for the benefit of, or relating to, any current or former employee of the Company or any of its Subsidiaries or anERISA Affiliate, provided, however, that does not include any benefit plan required to be providedby United States law ; ( ii ) means the Employee Retirement Income Security Act of 1974, as amended ; and(iii ) means any entity which is, or at any applicable time was, a member of ( 1 ) a controlled group ofcorporations ( as defined in Section 414(b ) of the Code ), ( 2 ) a group of trades or businesses under common control ( as definedin Section 414(c ) of the Code ), or ( 3 ) an affiliated service group ( as defined under Section 414(m ) of the Code or theregulations under Section 414(o ) of the Code ), any of which includes or included the Company or a Subsidiary