definiens: as defined in Section 3(3 ) of the Employee Retirement Income Security Act of 1974, as amended ( ) andany other material plan, policy, program, practice, agreement, understanding or arrangement ( whether written or oral andwhether or not subject to ERISA ) providing compensation or other benefits to any current or former director, officer oremployee ( or to any dependent 19or beneficiary thereof ) of the Company, CPS or any ERISA Affiliate ( as defined below ) ), which are maintained, sponsoredor contributed to by the Company, CPS or any ERISA Affiliate, or to which the Company, CPS or any ERISA Affiliatehas any obligation or liability ( contingent or otherwise ) including, without limitation, all employment, collectivebargaining, incentive, bonus, deferred compensation, severance, change of control, vacation, holiday, cafeteria, medical, disability, stock purchase, stock option, stock appreciation, phantom stock, restricted stock or other stock - basedcompensation plans, policies, programs, practices or arrangements ( each a ) . For purposes of thisSection 3.13, shall mean any entity ( whether or not incorporated ) other than the Company that, together with the Company, is required to be treated as a single employer under Section 414(b ), ( c ), ( m ) or ( o ) of theCode