definiens: means any program, policy, practice, agreement, contract, arrangement or other obligation, whether or not inwriting and whether or not funded, in each case, that provides compensation or benefits of any kind, including, without limitation, ( a ) within the meaning of Section 3(3 ) of ERISA, ( b ) all retirement, medical, disability, life insurance and other welfarebenefit, bonus, stock option, stock purchase, restricted stock, incentive, supplemental retirement, deferred compensation, post - employmentmedical, disability, life insurance and other welfare benefit, severance, Code Section 125 flexible benefit, or vacation 8plans, programs or agreements and ( c ) all individual employment, retention, termination, severance or other similar agreements, in each casewhich is sponsored or maintained by, or required to be contributed to by the Company or any ERISA Affiliate or under which the Companymay have any Liability