definiens: means any benefit plan, program, policy, practice, trust, fund, Contract, agreement orarrangement maintained, contributed to or required to be contributed to by the Company or any Company Subsidiary ( or any ERISA Affiliateof the Company or any Company Subsidiary ) or under which the Company or any Company Subsidiary ( or any ERISA Affiliate of theCompany or any Company Subsidiary ) has or would reasonably be expected to have any liability ( whether or not an within the meaning of Section 3(3 ) of ERISA ), including any pension, profit - sharing, 401(k ) retirement, bonus, incentive compensation, deferred compensation, loan, vacation, sick pay, employee stock ownership, stock purchase, stock option or other equity basedcompensation plans, severance, employment, Contractor, unemployment, death, hospitalization, sickness, or other medical, dental, vision, life, or other insurance, long- or short - term disability, change of control, fringe benefit, cafeteria plan or any other employee or fringe benefitplan, program, policy, practice, trust, fund, Contract, agreement or arrangement that provides benefits to employees, non - employeedirectors, consultants or any other independent contractor