definiens: shall mean any employee benefit plan, program, policy, practice, agreement, understanding orother arrangement providing compensation or benefits to any current or former employee, consultant, officer or director ofthe Company or any of its Subsidiaries, including any Subsidiary that is an ERISA Affiliate, or any beneficiary or dependentthereof that is now, or was within the past six ( 6 ) years, sponsored or maintained by the Company or any of its Subsidiaries, including any Subsidiary that is an ERISA Affiliate, or to which the Company or any of its Subsidiaries, including anySubsidiary that is an ERISA Affiliate, contributes or is obligated to contribute or has any liability, whether actual orcontingent, whether or not written, including, any employee welfare benefit plan within the meaning of Section 3(1 ) ofERISA, whether or not such plan is subject to ERISA, any employee pension benefit plan within the meaning of Section 3(2)of ERISA, whether or not such plan is subject to ERISA, and any bonus, incentive, deferred compensation, vacation, holiday, cafeteria, medical, disability, share purchase, stock option, stock appreciation, phantom stock, restricted stock, or other stock - based compensation, severance, employment, change in control or fringe benefit plan, program, policy, practice, agreement, understanding or other arrangement, other than any of the foregoing which is an Employment Agreement or a statutorily - maintained, mandated or sponsored plan, program or policy